Out of the Woods
by Toa Kraahkus
Summary: When four of the Grimm teams RWBY and JNPR slayed during initiation reappear in the Emerald Forest as teenagers, Ozpin taps the young hunters in training to teach them everything they can about being human. With the young hunters help, can these four learn to enjoy the lives they've been granted, or is this miracle something else all together?
1. Prologue

**This world has forgotten so much, but I still remember. How it all began. How you fell from grace. How centuries of pride and glory all came crashing down in an instant. I watched you pick up the pieces, watched you forget your own past as you rebuilt over the remnants of your lost paradise.**

* * *

Cold. He remembered cold, and white, powdery flakes. Snow, he'd been surrounded by snow. But … not anymore? The smell was sort of familiar, not so different from the tall trees and grass around him now. The call of birds and rustle of leaves all sang, the forest welcoming him like an old friend. 'Birds and leaves. Green leaves', he realized. 'Spring then? Or maybe even summer? Definitely warm enough. Actually, it never gets this warm on the island.' So how had he gone from there to here?

'Where is here?' He wondered, ears twitching about in search of other familiar sound, waves crashing or deer walking, or even … His ears. Hands shot up to grasp the appendages atop his head, fingers frantically running over the thin skin and coarse fur, before quickly moving into equally rough hair, and down to the alien smoothness of his face. His hands, he realized with another jolt, holding them out to examine the five digits, his claws and thick pads reduced or soft pale flesh and barely pointed nails. His chest felt tight, and the beginnings of a cold sweat was breaking across his skin, only for a familiar sound to stop his thoughts dead. Something was moving through the underbrush, a lot of somethings. Creatures he knew all too well. Before he would have welcomed their presence and the strength of the pack. But now he was no longer the predator, and the black and white wolves stalking his scent no longer saw a brother. They saw prey, and with their gaze a completely alien instinct took over his mind and body.

Fear.

* * *

 **You struggled at every turn, but even in the darkest nights you clung to the tiny light of hope. For that, I admire you. But admiration, like victory, is fleeting.**

* * *

Brown bark gnawed into pale skin, the inside of her thighs and knees screaming at her to stop even as she forced her arms to reach and grasp another limb. She had no idea what was going on, let along how, why, or when it had happened. It did however, evidenced by her complete lack of wings and anything resembling feathers, but she knew that staying on the ground in any part of the forest for too long was suicide. She needed altitude, to see that familiar view of danger far below through the clouds. Perhaps if she hadn't been so busy imagining her goal, she might have noticed her hand grip a limb just a little too small to hold her weight.

"GAH!" The shout left her lips almost before her back his the dirt, roots and branches biting into bare flesh as her lungs heaved for breath. As soon as they had it, a snarl ground through her lips as she forced her body back on task.

"Stupid claw-less talons. Stupid bald skin! Stupid sparrow-nest hair!," She grumbled, brushing twigs and leaves from her dark hair and glaring up at the massive tree trunk with pure hatred, as if all her problems were caused by the ancient oak. Her anger however, was quickly becoming the lure in a trap, as black feathers and white beaks began to crowd the branches above her.

* * *

 **You have thrived in the light of your four Kingdoms, building homes and families, forging the bonds needed to keep your people safe. But there is a dark truth hidden behind your shining light, and the sun is setting.**

* * *

"This! Is! AWESOME!" He cheered at the top of his new lungs, whooping and yelling as his feet carried him through the forest as fast as they could. Just the feeling of air rushing across his skin as he ran was incredible! Never mind the ferns past his legs or the branches catching on his arms. Now, admittedly those did hurt, but he could feel it! And the smells! Pines, oaks, hickory and bloodwoods, not to mention all the wild flowers scenting the air!

And now there was nothing holding him back from seeing everything! No fur getting tangled in the brush, no back-spikes to get caught on low branches, and best of all he wasn't even half the size he had been! That means he could get into all the tiny places those bees liked to hide, and finally get his paws! No, wait. Hands. That's what he had now. Hands, not paws. That was almost as important as how much his height had changed, especially when he considered the low branch right in front of hi-

THWACK!

"DOOF!" Next thing he knew the forest floor was very well acquainted with his back, and his forehead had a brand new bruise to complement his new skin. Blinking to make the stars and dancing bears go away, He slowly sat up with a groan.

"Okay, important lesson. Low hanging objects may be closer than they appear. Oh-ow." He shut his eyes again, rubbing them slowly. The stars had gone away, but he could still hear the bea ….

One eye shot open, scanning right to see that, yes, those were white and red bone spikes sticking out of that bush and not some leftover Grimmseve decoration, and that, yes, the grimm that owned them was indeed looking right. At. Him.

* * *

 **Now as twilight creeps upon you, the same hands you have trusted to guard and protect your precious civilization will finally shred it to pieces. For within every hopeful heart dwells the desperate rage that leads you to destroy.**

* * *

Of all the new sensations surrounding him, one thing was for certain, his feet were killing him. He had started running the moment he heard the familiar grunting through the underbrush, but now his legs were all but spent. He stopped by a tree, leaning against the trunk as his lungs fought for air. He brushed a few strands of tousled dark blonde hair from his eyes, the new rope like string quickly becoming an annoyance, but one he ignored as the steady tramp of charging hoofs grew closer. Glancing around revealed nothing, no brush thick enough for cover or mud to mask his scent, not even a branch low enough to climb. Only a pair of fallen limbs in the ferns beside him.

A closer look revealed a shape to the wood, and with no other easy options, he quickly took the branch and snapped off one end. A few practice swings testing the new clubs weight, but he still retrieved another shard of the wood, slimmer and shorter than the first, but its end broken at a sharp angle he knew would easily find its mark in bare flesh. Spinning the new dagger in hand, he turned just as the long curled tusks emerged from the bushes, and red-orange eyes met his own red-gold orbs. Neither dared move.

The Borbatusk pawed the ground, snorting as it searched for the fear and panic it had felt just moments ago. The scent was still in the air, hanging like a cloud. But now it was thinning, replaced with another that clung to the grimms senses like tar. Anger. It's prey wasn't afraid anymore.

"C'mon," he hissed, spinning the improvised dagger into a reverse grip. "You gonna jus stand there or," The boarbatusk roared, eyes and red marks flashing before spinning itself into a deadly ball. The rolling razor spun in place just a moment then rocketed toward him.

0.3 seconds.

The grimm's rolled form reconnected with the ground, gripping almost instantly.

0.6 seconds.

Eight feet were now four. His feet slid closer together, heels up.

0.9 seconds.

The grimm is right on top of him. Too close to swing the club and hit it before it gores him. But also too close for it to adjust.

One second.

His back leg kicks forward, club arm pulling tight against his chest as he spins around the grimm. It's spinning so fast its body is just a blur, but one part of it is slightly more orange than the rest. That is where he buries his dagger on the back spin.

1.5 seconds.

Both spun, one stumbling to keep his feet under him, the other slamming into a tree, the trunk splintering like glass. He barely has time to wonder where his dagger went before the Boarbatusk is back up and glaring at him through three eyes. The fourth had four inches of broken tree limb sticking out. He might have celebrated his small victory, if the forest around him wasn't echoing the Grimm's angered growls.

* * *

 **I am , that power.**

 **And after so many centuries in silence, my revenge is finally at hand.**

 **So prepare your hunters, ready your champions. Build your walls as high as you like, darkness knows no boundaries. Make no mistake, the shadow has returned. And I will take every satisfaction in watching both of you die.**

* * *

 **Authors Notes: A new prologue to start my revamp of this fic.**


	2. Chapter 1

"And that is why despite the canyons strategic location, the Battle of Blood Gulch is remembered as the single most pointless conflict in the entire history of."

BRRIIIIIIINNNNGG!

"Don'tforgetpapersonmydeaskfirstthingmondaythatisallCLASSDISMISSED!" The professor bolted out of his lecture hall, leaving the students to scramble for their notes and bags, some racing to their next classes, others smiling at the free period they had just started. But before they could all get out the door, their scrolls buzzed

 **Will Ruby Rose, Jaune Arc, Pyrrha Nikos and Yang Xiao Long please report to the Headmaster's office immediately.**

The four hunters in training left their seats as gracefully as possible in the emptying but still crowded hall as the other students sidestepped or ignored them entirely.

"Well," Yang sighed as they finally escaped the crowded classroom for the slow moving stream of bodies in the hallway. "This is becoming more of a thing."

"Indeed," Pyrrha nodded, closing and storing her notebook as they started walking. "I think we may set a record for most private audiences with Professor Ozpin." Jaune just laughed.

"Yeah, if we haven't already." Pyrrha couldn't help but smile at her partner's timidness. "And speaking of records," he said casting a sideways glance at Yang. "You don't suppose this has anything to do with that mess we left in the training hall do you?"

"Nah," the blonde brawler shrugged, fingers and hands clasped behind her head. "What kind of school punishes students for breaking simulation records anyway?"

"Yaaanng, please," Ruby half begged, though it wasn't very convincing with her silver eyes rolling. "You promised Weiss no property damage."

"You're the one who told her that story Rubes, and that was one time!" Ruby fell back to glare up at her older sisters, doing her best impression of her icy partners default mood.

"You set two buildings on fire."

"Meh, they were coming down anyway."

"We're here," Jaune announced as they reached the tower elevator. A short ride later they were at the top of beacons famous tower, and walking through the elevators doors, but instead of the wrist slapping they had expected.

"Well then yer a greedy ole vulture!"

"And you can just kiss my tailfeathers Bug-brain!"

"I jus might if ya'll HAD feathers anymore!" The four students could only stare and gape at the sight of four new faces assembled inside the headmaster's office, especially the pair arguing in front of his desk. Ozpin for his part actually looked tired for once. Either his mug was finally drained, or the children were just that much of a headache.

Ruby looked over the new faces, all of which appeared to be dressed in whatever they could find in the lost and found, starting with the pair ready to rip each other's throat out right in front of them. The greedy old vulture, was a young woman probably about Yang's age and halfway between the sisters height, dressed in a black tank top just a little too long for her, and a loose set of grey workout shorts. Though she was by no means as, _developed_ , as her older sister, Ruby couldn't help but admire the almost feathery quality of her wild short black hair.

The boy she was arguing with was one of the tallest the young hunters had ever seen, probably on equal measure with CFVY's Yatsuhashi, though his frame was much slimmer almost to the point of being willowy. His green T shirt hung off him like a curtain, and while the sweat pants did their job of covering him from the waist down, they barely reached halfway down his shins. Where the first girls hair almost seemed styled, his was a tangled fraying mess of dark brown and gold cascading down to brush his shoulders, a sharp contrast against skin so pale he probably hadn't seen sunlight for months. Ruby was about to get a closer look at the other figures, another boy in too big sweat pants and a black hoodie huddled in a corner, trying to make himself as small as possible, while the other much wider boy was sprawled against the opposite wall under a white blanket … snoring. Loudly.

"Good afternoon," Ozpin smiled, leaning around the bickering teenagers to look at the students. "Thank you for coming so quickly." Before anyone could ask the obvious questions, the feather haired girl finally noticed the new arrivals, and instantly turned her fury on Yang.

"YOU!" She lunged toward the brawler, Yang dropping into a boxer stance on instinct before the pale giant grabbed her, pinning her arms and lifting her kicking legs off the ground.

"Aw no ya don't!" he snarled, holding the smaller girl tight as the small she lashed out with words where her fists couldn't reach.

"You blonde bitch! So it wasn't enough you blasted your shot-gauntlets down my throat, you had to go and make us all freaks too?!" Yang being yang of course, bellowed right back.

"What are you talking about?! I've never even seen you before!"

"Actually," Ozpin sighed as the smaller boy finally left his corner for the struggling girls side, "I'm afraid you have." Pyrrha felt her eyes widen slightly when the boys hood fell back to reveal a pair of wolf ears poking through his coarse black hair. He couldn't have been but maybe a few months older than Ruby.

"Ellen please," he begged, as if the older girl would bite him at any moment. "Please calm down." Whatever courage he had vanished under a withering glare.

"First that's not my name _Pup_. Second I'll calm down when blondies neck is in my talons!"

"Fer the las time ya don't _have_ talons no-more!" The pale giant snarled. "An I ain't let'n ya go til ya promise not ta kill anyone!"

"Bite me Venom-butt!"

"HEY!" No one was sure who Jaune's yell startled more, his classmates or the mystery teens, but as loud as it was, it barely managed to wake the still napping boy. But it gave Ozpin the opening he needed.

"Thank you kindly Mr. Arc. Now, if everyone could refrain from further outbursts, I will explain the situation." After a few tense moments the pale giant finally returned Ellen's feet to the ground, allowing her to put her back to Yang and kick the still half asleep boy awake as Ozpin turned to his students.

"Tell me, do any of you recall anything … peculiar from your initiation?" The students exchanged glances, silently asking the same question before Pyrrha answered.

"Not, really sir," she said as the last boy stood up, revealing a short, heavyset frame that left him between the young faunus and the feather haired girl in height as he ran a hand through his tangled auburn hair.

"Other than the size of the Deathstalker and Nevermore we killed, I can't say there was anything unusual about it." It wasn't lost on Yang his the feather haired girls body started trembling with anger at the nevermores mention, nor how the pale giant stood a little straighter.

"Yeah," Ruby chimed in. "I mean, I remembering killing a Beowolf with a bit more armor than usual, but other than that nothing."

"Nope," Yang laughed, lacing her fingers together behind her head. "Unless you count Nora riding an Ursa into the temple like a rodeo bull."

"Oh yeah!" The formerly sleeping boy said, going from drowsy to full tilt in an instant. "Now that was awesome! She was all like, Ba-Bang! And He was just: Aaaaaaaahh! And she was all Yaahhoooooo! Then we were all …. " he stopped when he noticed the twin glares coming down at him. "Uh-heh. Sorry?"

"Moron," the girl spat under her breath, but Ruby couldn't help but giggle at the boys enthusiasm, while Jaune and Pyrrha settled for a nervous laugh. They were still getting used to Nora's boundless energy. Ozpin cracked a small smile at their spirit, and the cool focus in Jaune's eyes.

"If you don't mind me asking Sir, what's this about? And what's it have to do with them?"

"Everything actually," he said with a short sip from his mug. "Four hours ago, teams CMSN and CFVY found these four in the Emerald Forest. At first, it appeared they were simply lost there overnight." Ruby felt her heart pine when the young wolf faunus shrank into himself. She could only imagine what must've happened to put him out in those grimm infested woods all night long.

"But apparently, that is not the case," Ozpin sighed as he brought another draught to his lips, this one taking a particularly long time. "According to them, they are four of the Grimm your teams slayed during initiation."


	3. Chapter 2

Silence. The only sound was the ticking gears around them, before Jaune managed a strangled, confused beyond measure: "Whaaah?"

That's all it took for the formerly snoring boy to break out laughing, falling over and rolling on back, legs kicking in the air as he roared and howled at the blonde knights sheer confusion. It wasn't until he finally came up for air that he noticed the other three mystery teens once again glaring down at him, particularly the pale giant.

"Ya done?"

"Yea-hah. Yeah I think so," he gasped, rolling back onto his feet. "Oh my gosh his face!" Though his was only a head taller and much more heavy-set than the young wolf faunus, it allowed the students to finally see the teens all shared the same deathly pale skin and bright red eyes that flecked into gold at their edges.

"Moron," The feather haired girl spat, turning away from the boy to glare at the students, one in particular. "Well? Recognize me now blondie?"

"The Nevermore," Yang gasped, only to wince at the memory of her part in the fight. "Uhh, to be fair you were trying to kill us."

"Hold on," Pyrrha snapped, pulling the other students close. "You actually believe them? Four people get pulled out of the Emerald Forest claiming they used to be Grimm, and you believe them just like that?" Though normally trusting and welcoming to a fault, a life in the spotlight had taught Pyrrha the intricate creepiness of desperate fans.

"She remembers me shooting Ember Cecilia down her throat," Yang reasoned. "Not even Ozpin's camera's saw that."

"Quite," The headmaster added ruefully. "Though there is an obvious lack of proof beyond their own words, I do not believe anyone here is lying."

"Oh I got yer proof," The pale giant smirked, folding his arms as he locked eyes on Jaune and Pyrrha. "Tell me, ya'll still feel'n that soul-crush'n regret?" To her credit Yang did try to suppress a laugh as Pyrrha's green eyes did their best impression of dinner plates.

"You were the Deathstalker we fought."

"Fought'n killed," He added sourly, but still smiling. "Nice aim by the way." Even Ozpin couldn't help but smile at seeing the champion of Sanctum gape in open shock, her partner and leader barely any better.

"Then," Jaune gulped looking at the rounder of the grimm-teens. "That would make you the Ursa that Nora …" His only answer was an enthusiastic nod and a toothy smile, but Ruby felt the color draining from her cheeks. With his furry features it didn't take a genius to figure out what kind of Grimm the youngest of the teens had been, and as far as she knew, hers was the only run in with a Beowolf pack during initiation. The realization then hit Ruby like an ice dust cannon.

 _I killed him._

"And with that out of the way," Ozpin said casually, spreading out four folders across his desk and waving the red and gold eyed teens over. "I had Ms. Goodwitch take the liberty of crafting the four of you identities. For the time being, they should serve to keep you away from any suspicious eyes.

Now lets see here, Grendel Wolfsbane." He handed the first folder to the young wolf faunus, his ears perking up as he opened the file.

"Ellen Redwing." The young woman slowly accepted the folder, trying to appear as spiteful and angry as possible as she poured over her new information.

"Da Xiong Mao." The heavyset teen practically snatched the file offered to him, eagerly flipping through the pages like a new comic book.

"And Wyatt Midas." The pale giant surprised everyone when he took his file with a polite nod of thanks. "Now, seeing as the four of you haven't made sleeping arrangements beyond possibly returning to the forest,"

" **NO!** " Ozpin smirked behind his mug at the sudden chorus.

"Excellent. Then you'll be happy to known your room is waiting in the first year dormitories, room 2-15. Ms. Rose, if you and your friends would be so kind as to show them the way?"

"Uhh, Yes Sir! Certainly Sir!" The red speedster bounced to the side, throwing out her arms toward the elevator with a smile almost as bright as her eyes. "Right this way!" The four teens looked at one another for a moment before Wyatt walked over, passing Ruby and Yang with a polite tip of his head, followed by Mao, only for the door to attempt to close as Ellen neared the threshold.

"Allow me," Jaune smiled, quickly throwing an arm over the doors path and stopping it. Instead of thank you Ellen merely grunted and shoved the blonde knight away by his face as she entered the lift.

"And I thought Weissy was icy," Yang muttered with a smirk as she stepped inside, followed by Pyrrha and Jaune, leaving Ruby to walk in alongside Grendel.

"Thank you," he muttered shyly, meeting her eyes for only the briefest moment, but long enough to bring a smile to Ruby's face. Thankfully the ride ended before Ellen could try to attack Yang again, and when the doors opened they were greeted with empty halls.

"Good," Jaune sighed. "Come on, first year dorms are this way." As the students guided the apparently ex-grimm out of the building and across campus, they started noticing things about the teens.

Mao, despite his girth had a boundless, barely contained energy, and was excitedly looking all around like a kid in a candy factory. Ellen for her part was trying her very best to look angry at anything and everything around her, but Pyrrha noticed the awe in her eyes when they passed by some of the campuses more lavish decorations. Wyatt meanwhile had his hands in his pockets and a smile of all things on his face. If it weren't for his poor fitting clothes, he could pass for just another student out for a stroll. Grendel, Ruby had noticed, was the only one that seemed legitimately jumpy and nervous, though the others probably just hid it better. The moment the elevator doors had opened the young faunus had yanked his hood back over his head and folded his ears flat, and he was still trying to vanish into thin air.

"Hey," Ruby said softly, getting the young teens attention. "It's okay. There's nothing to be scared of. Beacon's one of the safest places in all of Remnant. No one's going to hurt you here."

"Funny," Ellen scoffed from in front of them. "And here I thought this was where they trained children to _murder_ us." Pyrrha immediately put herself between Yang and the feather haired girl when she saw the brawlers eyes shift red, only to find Mao meeting her halfway.

"Aw lighten up Elly! Can't you see this is the most awesomest thing ever?!"

" _D_ _on't_ call me Elly."

"Okay, noted," he apologized, before the energy was back. "But seriously how cool is this?! We're human! Real, bones on the inside, walking on two legs human!"

"Keep it down!" Wyatt hissed, glancing around at the students wandering the campus around them. "People're start'n ta stare." Ruby took a quick look and confirmed that, yes, Mao's outburst had earned them more than a few strange looks.

"Uhh." the red reapers mind struggled to think of a distraction until she clapped silver eyes on how Grendel was dragging his feet, and instantly recognized the forced pace. "Hey, Grendel?" The faunus jumped, ears popping up under his hoodie.

"Y-yes?"

"Sorry! I didn't mean to scare you. My names Ruby by the way. I was just wondering … how fast can you run?" It took a minute for the confusion to work its way through his red-gold eyes, followed by the slightest hint of anticipation

"Uh, kinda fast, I think?"

"Great! First years dorms are at the end of this path. Race ya!" Even without using her semblance Ruby took off like a rocket, leaving Grendel sputtering and coughing in a cloud of dust.

"Wha-Hey no fair!" He ran after the red speedster, slowly at first before he slowly started gaining, and leaving the other grimm-teens coughing in his wake.

"That little!" Ellen hacked at the dust filling her mouth. "Who does he think he is running off like that?"

"Uh, a kid?" Yang answered flatly. "And your buddies right Elly, you do need to lighten up."

"I said don't call me that!"

"Fine, what should I call you then? Bird-girl? Feather brai …" The blonde brawler stopped, face going blank before a wicked smile spread from one lilac eye to the other as laughter threatened behind her lips. Not two weeks into classes together, and Jaune and Pyrrha already knew what that smile meant.

"What?" Ellen asked, just as confused as she was angry. "What's so funny?"

"Oh nothing," Yang chimed innocently through barely stifled giggles. "I just realized you don't have wings anymore. You know what that means?" Pyrrha braced as Ellen walked right into the brawlers trap.

"Please, enlighten me."

"It means you'll go flying ..."

 _Oh Dust here it comes._

 _" **N**_ ** _ever more!_ ** "

"AAAAAGHH!" Before Ellen could rush Yang Wyatt had snatched her up again, holding the fuming girl off the ground kicking and screaming.

"This is gonna be a runn'n gag with you two ain't it?" He hissed as the smaller teen kicked at his shins, the blows coming faster when Yang's grin only grew.

"Oh don't you know big guy? _Everything_ is a running gag with me around!" Jaune groaned, running a hand down his face when he suddenly realized.

"Wait, where's Mao?" Ellen stopped thrashing and looked around, Wyatt doing the same as the two teens realized their fellow misfit was indeed, gone.

"Aw hell."

* * *

It took thirty seconds for Grendel to catch Ruby, and while she never had to use her semblance, Ruby knew she was still outpacing a normal person. But there Grendel was, sprinting right beside her, and if his grin was any sign, loving every second of it. They didn't stop until they reached the steps of the first year dorms, twins streaks of red and black flying up the stairs and skidding to a stop right alongside each other.

"Well?" Ruby smiled, not even out of breath. "Having fun yet?"

"That. Was. Radical!" Grendel threw his hands in the air, laughing at the adrenaline coursing through his body, tingling from his toes to his ears. He didn't even seem to care that his hood had fallen off after the first three yards. "And you're not even tired! I knew you were fast from the forest but wow! You must run like, thirty miles a day!"

"Kinda," she admitted nervously, putting her hands behind her back and shrinking into her cloak slightly. "It's actually my semblance." At that, Grendel's face fell.

"Oh."

"B-but you're pretty fast too! Maybe speeds also your semblance?"

"Fat chance," The young faunus sighed, dropping onto the stone steps, hugging his legs up to his chest. "I'm pretty sure you need a soul to have a semblance, and Grimm like me don't ha."

"No you're not." Grendel stopped, looking up at the red reaper's sudden words, only to feel himself blush at the warm glow of her silver eyes. "You're not a Grimm anymore Grendel. You're a person just like me. That means you do have a soul, and a semblance all your own." Ruby hoped to see something resembling confidence in the young teens red eyes, but instead there was only panic.

"How do you know?" he asked, eyes growing and pupils shrinking to pin pricks as he started tugging at his ears. "How do you know I'm really a person and not just some grimm pretending? Who's to say I'm not gonna wake up tomorrow and be a beowolf again becauseit'sallbeenacrazymessedupdreamfromthoseberriesitriedtoea!" Ruby snapped.

"Grendel! Get! A! Grip!" She grabbed the faunus, shaking him by the shoulders repeatedly. "You are not a grimm anymore! This is not a dream, and I can prove it!"

"Okay okay not a dream!" he yelped as Ruby finally released him, his head swimming as tiny red roses danced across his vision. "Ow my head."

"Sorry," she quickly said with puffed out cheeks. "But you were being ridiculous!"

"I was not!"

"Was too!"

"Was not!"

"Was too!"

"Guys!" Both teens look back down the steps, their eyes searching only a moment before they saw Moa's round form desperately trying to haul himself up the steps. "Just gimme, *huff* a few minutes! *gasp* Third place, *huff* here I come. Oh man. *gasp* Stairs."

"... Grendel?"

"Yeah Ruby?"

"What kind of grimm was Mao exactly?"

"Ursa I think."

"Oh. That makes sense."

" … "

" … "

"So," Grendel started hesitantly, ears folding down as Ruby scratched the back of her head.

"Yeah. Look I'm ... sorry for shaking you."

"I kind of needed it," The wolf faunus laughed nervously, only to see Ruby looking even more awkward by the second. "Ruby?"

" … I'm sorry."

"Um, you already said that."

"Not for before but … for _before_ before." It took Grendel a moment to make sense of it, but when he did his eyes went wide. She was apologizing for killing him.

"Oh. Uh, well, I think I knocked you around a little too right? So … no hard feelings?" For the day old faunus, Ruby's smile was like pure moonlight on a clear summer night.

" … Sure." And her voice was the call of a thousand song birds.

"No problem," He said quickly turning so she wouldn't see his cheeks suddenly match her cloak. He thought he heard the huntress in training giggle, a sound like wind chimes that sent his heart spinning before the memory of Ruby's words cross his mind. "Uh, Ruby?"

"Yeah?"

"What did you mean you can prove it?" Now it was the reapers turn not to make eye contact.

"Well, uh," she stammered, her feet shifting in place "I mean, I can prove you're not a grimm anymore."

"How?"

"Just … trust me." She sat down beside him, and with no other option at the moment Grendel turned to face the red speedster. "Aura isn't just a fancy super power. It's part of who we are, a piece of yourself you can use to protect those around you. Now give me your hand, and clear your mind." Grendel hesitated, but only for a moment, and slowly reached out to take Ruby's waiting hand, letting hers move around his until their palms were at each others elbows. Ruby didn't speak the next part, but Grendel would never forget her words.

 _For it is in passing that we achieve immortality._ A red glow began to spread from Ruby's form, the scent of roses filling the air.

 _Through this, we become a paragon of virtue and glory to rise above all._ The glow intensified, spreading along her arms until it reached his own, flooding the young teens senses with a warmth unlike anything he'd ever imagined.

 _Infinite in distance and unbound by death._ Ruby's hands shifted, leaving Grendel's as she placed her palm atop his heart, as a bright silver glow appeared across his body.

 _I release your soul, and by my shoulder protect thee._ Grendel didn't even realize he'd shut his eyes as a faint purple glow spread across his body, until Ruby's hand left his chest and he felt the red reaper collapse forward.

"Ruby!"

"I'm fine," she said, quickly sitting back up as the young faunus's glow faded, but not quite as straight as she had been a moment ago. "I guess I forgot how much aura that takes."

"What did you do?" He asked, panic leaking into his voice as silver eyes and a wide smile beamed at him.

"I proved you're not a grimm anymore. I unlocked your aura."


	4. Chapter 3

They were barely into their first month as a team, but Blake was already learning her teammates little quirks and mannerisms, especially the ones they kept hidden in public. Contrary to popular gossip, Weiss wasn't at her angriest when something mussed her pristine white dress or her perfectly planned out day.

"WHAT IN OUM'S NAME WERE YOU THINKING?!"

Her anger only peaked when she was worried sick.

"It was all I could think of!" Ruby answered on reflex, halfway between changing from her uniform to her combat outfit. "He nearly had a panic attack! I couldn't just sit there!"

"That is exactly what you should have done!" Weiss snapped. "You don't know the first thing about him, and you just decide to unlock his aura on the spot?! Do you have any idea how dangerous that could have been?! You lost half your aura in two seconds!"

"Weiss it wasn't that bad," She said even as she snatched a cookie from her drawer stash and all but inhaled the chocolate confection. "Besides, it proved my point."

"Which was what exactly?"

"That they're not Grimm anymore," Blake answered matter of factly, finally turning a page in her textbook if only to hide the little black paperback nestled inside. "If what they're saying is true, then whatever happened to them gave them each a soul." Her bow twitched as the bunk above her groaned, its occupant shifting her considerable weight over to the side.

"That's debatable," Yang seethed, glaring at the memory of the feather haired girl. "I swear that nevermore chick is even worse than you Weiss cream." The heiress groaned and rolled her eyes at the nickname, having given up a week ago on getting Yang to stop using a growing list of puns for her.

"They just need time," Ruby insisted, pinning her cloak around her shoulders. "I mean can you imagine waking up one day and Poof! You're in a totally new body?"

"Nevermind after dying," Blake added drolly, earning a wince from the white rose pair, while Yang smiled.

"Don't you mean mind _nevermore_?" She ducked under Ruby's thrown shirt, laughing at her own pun. "Besides, they attacked us. Love and war," she shrugged, her smile turning to a smirk as she finally noticed her sister's dress. "Whacha all dressed up for Rubes? Got a date?"

"Yeap," she smiled, a split second before her mind clicked the words together. "I mean no!"

"Then where are you going?" Weiss scowled, arms crossed.

"Jaune and I are taking Grendel and the others into Vale for some shopping. Well, Nora and Ren are coming too. And Pyrrha. She's … kinda paying for it."

"Of course," Weiss groaned, running a hand over her unscarred eye before turning toward the closet. "Fine. Just give me a moment to change."

"Huh?"

"I'm coming with you you dolt," she said flatly. "The last thing I'm going to do is let my partner loose in Vale with four _supposedly_ former Grimm and one of the biggest bank accounts outside of Atlas."

"Don't forget Nora," Yang snorted, dropping off her bunk and reaching for her own combat gear as a wide smile found her face. "Can you guys imagine what it's gonna be like getting Mao and Nora together?"

"Mao?" Blake asked, guessing he was one of the grimm-teens, but still hoping for a bit more detail.

"He's the Ursa Nora rode rodeo into the temple ruins."

* * *

Thirty Minutes and one Bullhead later …

* * *

"That was you?!" No amount of forethought and planning could have prepared Jaune for bringing Nora face to face with Mao. He still wasn't sure what was scarier, the sheer excitement painted across their faces, or the fact that the rotund ball of energy was matching the pink bomber beat for beat. "Ohmygosh I'm so sorry for shooting you in the back!"

"Sorry?! It was awesome! I came right at you and you never even flinched! You were just, Bang-Bang-Wham! And your friend was all, Whoo-waaahh!" Ren of course took it all with a smile and a nod as Nora and Moa excitedly recounted their battle from both perspectives as Ellen glowered between Jaune and Wyatt.

"You didn't say there was another one," she groaned, arms crossed and scowling as she trudged down the street still in her tank top and sweats. All four ex-grimm had elected to stay in their lost and found pilferings, rather than use the Beacon uniforms waiting in their room. Even now Ellen was fidgeting so much she looked like she was ready to rip her clothes off at any moment. "How do you humans wear so much anyway? I can barely feel any air in these."

"You get used to it," Jaune said, trying to lighten the mood, and maybe distract himself from the verbal sugar-high that was Nora and Mao. "Ruby, how much further?"

"Just one more block," The red reaper smiled, dancing back and forth across the sidewalk ahead of them. "Trust me, you guys are gonna love this place! They have soooo much to choose from, and it's all really cheap too!" Weiss, as was her default since their meeting, scowled.

"This store of yours better not be a thrift shop Ruby Rose. I will not allow you to clothe anything even resembling a human being in second hand filth."

"Hey! This is where I got _my_ combat gear Weiss! Have a little faith in your fearless leader."

"Mine too," Yang added, stretching her arms and making sure to show off everything her gear didn't cover. "And when it makes you look this good, what difference does it make? Chill out Ice Queen, this store is the bomb!"

"Literally," Blake said flatly as they rounded a corner and found the store in question, a glass and brick facade nestled between hair salon and a bakery with a distinct how could you miss that neon sign shaped like classic black ball bomb, complete with flickering yellow fuse and posters promising explosive sales.

"Come on!" Ruby cheered, flashing up the sidewalk in a cloud of rose petals, leaving the others to run after her. Inside it was just what Weiss was expecting: a bland tan-off tan interior broken only by the row after row and shelf after shelf of colorful, likely second hand clothes. The store was obviously meant to cater to hunters, with racks arranged by theme and style rather than size or brand.

Ruby waved to the manager, a wrinkled old man with dark skin and long grey hair perched on a high stool behind his register, before quickly pulling Grendel over to the hoodies and cloaks, promising him the coolest combat gear ever, while Mao, Nora, and Ren wandered toward a row of martial artist robes. Pyrrha tried to stay focused, but even the Invincible Girl couldn't help herself when a maroon silk blouse with gold trim caught her eye, and Jaune seemed content to stay right by her side. Wyatt and Blake meanwhile had gravitated toward a line of black Weiss wasn't really sure what, but it was them, or listen to Yang and Ellen trade barbs over the ex-nevermores lack of fashion sense.

"So," she started, walking up to Wyatt and Blake as the boy examined a worn leather jacket. "I understand you are, _were_ the Deathstalker team JNPR slayed?"

"Eeyup," he nodded, trying the jacket on only to shake his head and return it to the rack as Blake offered a black button up vest. "Thank ya." The schnee heiress' glare only narrowed. A grimm revived as a human was one thing, but a grimm with manners?

"You seem to be adjusting well. And your accent is … interesting." The grimm turned boy laughed, a smooth sound that came from somewhere below his chest.

"Yea-hah, not too sure about that mah-self to be honest. I think ah remember some kids hang'n out by mah cave a couple years back an two of them talked like … well whatever this's ah reckon. Agh, dag-nabit."

"Don't worry," Blake smiled, suppressing a laugh as the tall boy tried and failed to button the too small vest. "There's bound to be something in here your size."

"Hopefully," he sighed, when a hat display caught his eye. It was really just a long single shelf of hats stacked according to similar shape with no regard for color, but that didn't stop Wyatt from walking over and reaching for a large dark brown skyline stetson. The hat was wrinkled and worn almost beyond reason, and its rim had all but lost its elegant sweeping curves, but Wyatt dusted it off and put it on regardless.

"Well?" he asked, wriggling the hat onto his head. "How's it look?"

"It's not … horrible,' Weiss admitted, a hand reaching up to stroke her chin as the gears started turning. "And I think I have an idea for your ensemble."

* * *

Even now, Wyatt could still vividly remember being a Deathstalker, one of the biggest, deadliest, most infamous Grimm in the entire Emerald Forest, feared by man and beast alike. But the glint in the young Schnee's ice blue eyes made him seriously rethink his decision to leave the safety of Beacon's dorms. Weiss had gone full fashion-guru, yanking out clothes for him to try on, even as she complained about second hand scraps right before she found another hidden gem. Finally though, Wyatt put his foot down.

"But it looks fabulous on you!"

"No," he deadpanned, holding out the white leather jacket to Weiss like it was toxic waste. "I ain't wear'n someth'n makes me look like a tree covered in moss."

"It's fringe!"

"It's a no."

"Here," Blake offered, holding up a hangar with yet another jacket. "The manager said this is the tallest one he has." The pale giant tentatively took the jacket, slipping it off its hangar and onto his shoulders, one arm going in after the other.

The jacket was actually more of a duster, the brown fabric so dark it's true shade could only be seen in the very best light, reaching all the way to mid calf. Whether by preference or simple habit at this point Wyatt elected to leave it open, letting Blake see the faded grey long sleeve button up that had replaced his T-shirt. His legs were clad in simple jeans in lieu of the riding chaps Weiss had nearly suggested, but even they were dark in color, and held up by a single black leather belt. Cowboy boots and the still firmly in place hat completed Wyatt's new look, the ex-grimm turning to examine himself in one of the stores full length mirrors.

"Not bad,' he smiled, jerking the duster even over his shoulders, turning from side to side. "I could get used to this."

"I'll say!" The teens turned to see Nora, Ren and Mao walking up to them, waddling in the latter's case, but now he was doing it in something other than night clothes. The rotund boy had traded sweats and a much too small T-shirt for an only slightly too small white shirt beneath a long sleeved shirt of black voluminous silk, the front clasped shut only half way down, until his large belly made closing it impossible. Between that and a set of elastic waist band khaki cargo shorts and leather wrap sandals, Mao's outfit was slightly mismatched, but his pale skin managed to bring it together in a way.

"Well go on," Mao smiled brighter than the stores sign. "Tell me how awesome I look."

"I admit," Wyatt sighed. "I'm impressed. I din't think they made britches in yer size."

"Oh very funny. This coming from the walking tree."

"See Weiss," Ruby said as she walked up, silver eyes and white smile positively beaming. "I told you this place had good stuff!"

"I admit, the selection is impressive," she relented as a smile barely tugged at the edges of her mouth. "And they do clean up well."

"Speaking of which,' Ren added looking past Ruby. "Where is yours?"

"Here." Everyone turned to look at the tiny voice as its owner stepped from behind Ruby, even as the red reaper dashed aside and proudly presented her handiwork. Now clothed in a dark blue hooded jacket Grendel's faunus features were still hidden, but not the black leather straps crossing over his chest and black T-shirt beneath the jacket, the buckles shining bright silver along with the three bands at the coats biceps. His fidgeting hands were now clad in a pair of black fingerless gloves, his legs a set of navy blue cargo pants, with black combat boots rounding out the young wolf's new ensemble.

His awkward nervousness was magnified tenfold when Nora glomped him in a hug.

"He's so cute!" she squealed, petting and rubbing his ears through his hood, turning the former beowulf so red his hood was tinted purple. Weiss however could only stare as she leaned toward her partner's ear.

"Did you mean to make his outfit look so much like yours?"

" … Maaaaaybe," Ruby admitted, looking away and tapping her fingers together, as a mane of yellow gold finally emerged from the aisles.

"All right Remnant, get ready to cry! I give you the new!"

"I'm still me you know," Ellen deadpanned from behind the clothing display to Yangs left.

"The improved!"

"Not really."

" **Will you just shut up and let me narrate?!** " Everyone jumped a little when Yang's eyes flashed red and her hair started to smolder, but as soon as it happened the brawlers lilac eyes and golden smile were back in force. "Ladies! Gentlemen! Weiss."

"Hey!"

" I give you! The neeeeeww, ELLEN REDWING!" As the former nevermore stepped out, no one said anything, and nobody did for the longest time. They were too busy going red in the face.

Pyrrha's combat gear was revealing, Yang and Blake's slightly moreso, but Ellen's outfit left **nothing** up for debate. Baggy shorts and tank top had disappeared completely, replaced with a sleeveless coal black button up top that only just reached below her chest, unbuttoned save the last two, putting pale skin on full display as what little fabric remained hung loosely. A pair of cherry red suspenders looped over her otherwise bare shoulders, holding her skirt in place despite the fact it could really only be called one in definition. The ring of pleated grey fabric did its job of covering her only just, and between it, her top, and the ankle height socks and flats now covering her feet, Ellen's pale skin was a sharp splash against every display around her.

"So?" She asked, hand on one cocked to the side hip. "Does this work or not?"

"Define _work_ ," Blake hissed, glaring daggers at her partner even as a violent blush painted her face. Yang of course was so proud of herself it hurt.

"Don't look at me Blakey. She wanted the least itchy, airiest outfit possible. I just helped pick the colors."

"Yeah," Ellen admitted, actually smiling and she stretched her arms over her head. "It feels so good to finally have some air flow again."

"You do look nice," Wyatt said casually, not fazed in the slightest as Mao nodded eagerly.

"Yeah, really digg'n the black Elly!"

"Don't call me that," She glowered, failing at a full glare as she continued to admire herself in the mirror. Finally, with cheeks as red as her partners cloak, Weiss found her voice.

"Y-yu-YOU DUNCE! She can't go out dressed like that!"

"Why not?" Yang whined, clearly enjoying watching the tiny heiress throw a tantrum. "It looks good on her, and she likes it."

"Because it's indecent! That outfit is maybe two steps above a bikini! Ruby tell her!"

" … "

" … Ruby?" A look to her left revealed empty air where the red reaper had been just moments ago, then a flurry of rose petals, and there she was, handing Ellen a pair of red fingerless gloves. The ex-nevermore slipped them on, gave the fifteen year old a nod of approval, and then Ruby was right back where she had been.

"Sorry Weiss, did you say something?"

 _…. I'm surrounded by idiots._

"There you guys are," Jaune's voice rang as the blonde knight appeared around a display, nearly lost behind a second display's worth of clothes piled in his arms. "You wouldn't believe how far back this place goes."

"We got a little sidetracked," Pyrrha admitted, carrying her own albeit smaller but still sizable stack of tops and sweaters. "Sorry."

"No worries," Ruby smiled as Yang wrapped an arm around her sister.

"Yeah. Besides, you're paying remember?" Almost instantly, half of both Knight and Spartan's piles vanished back to whence they came, only for Pyrrha to go scrambling back when the manager gave them all a pleasant surprise.

"It's on the house."

"Seriously?!" Weiss blurted out, eye twitching before the heiress smoothed her skirt and composed herself. "I mean, we appreciate the thought sir, but we couldn't possibly accept that sort of generosity."

"Not just generosity," He shrugged casually, pointing up to a poster just behind his head. "It's store policy."

 **One free outfit per-customer: Hunters only.**

"Um, that's mighty kind of ya Sir," Wyatt started nervously, all but shaking in his new boots. "But, the thing is we're noMPH!"

"Please excuse him," Blake said quickly and politely, ever so subtly holding the ex-deathstalkers mouth closed. "He's from one of the outer villages, backwoods type you know?"

"With that cowboy get-up I might've known," The manager laughed, eyeing the new teens with an old smile. "So I take it you're all students up at Beacon? Your friends have the right idea you know; buying all those sweaters. Gets mighty chilly up on the plateau when winter rolls around."

"We'll keep that in mind," Blake smiled, all but shoving the rest of teams RWBY and JNPR out the door as Pyrrha and Jaune returned with their shelved purchases, only stopping when they were all outside.

"What was that about?!" Ellen screeched, dusting off her new outfit.

"Your first lesson in Remnant 101," the amber eyed beauty deadpanned. "Not everyone has pockets as deep as an SDC mineshaft. If you guys are going to live here, you need to learn how a little thing called economics work."

"Not that," the ex-nevermore glared, hands on her hips. "Shiny stuff and money I understand fine, but why did that old coot automatically decide we were students?"

"Well," Ren said wiping a stray fleck of dust from his shoulder. "Between our company and your clothing choices you do look the part." Four confused looks came and went quickly as the grimm teens looked at their new outfits then one another's.

"Ah great, Now all we need are the ridiculous weapons." Mao's face instantly lit up like a christmas tree.

"Can we?"

 **"NO!"**

"Awww."

"Sorry," Ruby said quickly. "But being a hunter is no joke, and our weapons are some of the most dangerous on Remnant. We need years of training just to get good with one, let alone stay safe while using them."

"Rubes is right," Yang added, extending one of her gauntlets, Ember Cecilia's yellow metal shimmering the the afternoon sun. "We might have a lot of fun with these babies, but they're not toys."

"Wait," Grendel said, ears perking up as he looked Ruby over. "Where's your scythe?"

"Right here!" She smiled, pulling Crescent Rose from its magnetic clasp beneath her cloak, but thankfully keeping it collapsed.

"I remember it being … bigger," He said, eyebrows knitting together before leaping back up beneath his hood. "Oh duh! Of course you wouldn't want to carry something so big around all the time." Yang's ever present smile began to falter as Ruby's silver eyes began to sparkle with the signs of a potential weapon geek appearing in Grendel.

"Exactly!"

 ** _Rruuurrrrrrgghh._**

"Alpha!" Grendel yelled, the other grimm teens all snapping around and dropping into low crouches, their eyes wide and panicked. No one said anything, until Jaune and Pyrrha emerged from the store carrying six loaded shopping bags between them.

"Did we … miss something?" Jaune asked, eyeing the four teens clearly on the panicked defensive.

"Can't you hear it?" Ellen snarled, still searching with her eyes as the handful of people walking by slowed down to stare. "That growl was an alpha, easy."

 ** _Rruuurrrrrrgghh._**

"There it is again!"

"Uh, guys?" Everyone turned to Mao, the round boy looking every kind of sheepish. "I um … I think that was me."

"Whaddya mean?" Wyatt asked, rising from his stance, but not lowering his guard. "Did ya smell something?"

"No, I just."

 ** _Rruuurrrrrrgghh._** It was then the students realized the growl was indeed coming from Mao, but not his mouth.

"That's your stomach?!" Nora gasped, darting over and dropping to one knee as she placed an ear on his belly. "Cool! Can you do a sloth next?"

"Ferget any next jus make it stop!"

"Dude relax," Yang said, rolling her eyes and trying to ignore the pointless panic still painting the former grimms features. "He's just hungry."

" … What?"

"Hungry,' Ruby supplied, just as confused that the ex-grimm were confused. "You know, stomach empty equals yummy food?" When silence greeted the students, Weiss found herself asking the question she had been studying only hours earlier.

"You do eat don't you?"

 **" … "**

"Oh for Dust's sake."


	5. Chapter 4

Weiss of course spent the next ten minutes trying to explain the intricacies of the four grimm-teens new digestive tracts before the others finally agreed on a restaurant, only for the smells wafting out of the kitchen to do all the schnee heiress' work for her.

"This stuff is amazing!" Mao cheered, or at least tried too around a mouthful of noodles and dumplings, swallowing it all in one massive gulp. "I didn't know you could do so much with all those weeds in the forest!"

"This is nothing," Nora insisted, chewing on her own spring rolls and beef. "Ren's Dad cooks the best noodles in Vale!" Mao of course turned to the green student with open admiration as the martial artist took another bite from his own bowl.

"It's a family recipe."

"Ya'll can keep yer noodles," Wyatt smiled, already half finished with his hamburger, buns and patty piled high with the works. "Gimme straight meat any day. Whatcha call this stuff again Yang?"

"Beef," Yang supplied, taking a liberal bite of her own burger. "As in Cows, as in nature's second greatest gift to man and faunus kind in all Remnant."

"Would it kill you to eat over your plate?" Weiss snapped, mixing her salad between bites and leaning away from the two carnivores as if simply being nearby would stain her dress. "And close your mouth for Dust's sake."

"Seriously," Ellen added, nibbling at her own bowl of leafy greens. She was still clad in her less than conservative outfit, but Weiss and Blake had managed to wrangle the ex-nevermore into a pair of short black tights and a small leather jacket Pyrrha had offered up from her haul. It only reached to her midriff, and she had immediately rolled the sleeves up to past her elbows, but it worked. "It's bad enough knowing, I don't need to **see** you guys eat that stuff."

"Funny," Jaune smiled over his chicken and fries. "Of all the things I thought you would be; Vegan? Really?"

"I have my reasons," Ellen answered, taking another bite and chewing slowly as Ruby and Grendel chattered away at their end of the table, both leaning over the red reapers scroll as she flipped through Crescent Rose's designs specs and recordings of her training sessions.

"But what about when you have to swap between ammo?" He asked, mind picking over Ruby's momentum based fighting style. "Wouldn't that change the amount of recoil?"

"That's kind of why I stick to gravity dust and indicindiaries," Ruby admitted. "It limits me a little yeah, but it's done the job so far."

"Nevermind they match your colors," Weiss added without a smirk or scowl, just a perfectly neutral expression that said she was in fact warming to the reapers antics, even as Ruby stuck her tongue out at the heiress.

"Red rules and you know it Weiss!" The heiress almost settled for glaring at her partner, then she got an idea that would let her both mess with her, and see if she really was paying attention in class.

"Historically speaking, no, it doesn't." Ruby gaped for a moment before turning an indignant string of color coded jabs at her partner, who fired back in full force, leaving Ellen staring dumbly.

"Uh, what's she on about?"

"Today's history lecture," Blake supplied, absently picking at her fried fish plate. "Most of it was over a series of border skirmishes during the Great War, when the armies were most easily identified by color: Red for Vale, Blue for Mantle, Green for Mistral and grey for Vacuo." No one was expecting for a certain brawler to elaborate on her partners abbreviated lesson.

"Basically two pieces of the Mantle and Vale armies got turned around in a box canyon, then spent the next five years taking pot shots at each other." Everyone stopped eating, even Mao and Nora, and stared at Yang, who had to pause with her Burger mere inches from her mouth. "What? I pay attention."

"Ya'll sure do a lotta fight'n," Wyatt said, wiping his mouth with a napkin, his burger well and gone. "What ah can't understand is, why waste all that time fight'n each other when there's Grimm?"

"Humans," Pyrrha started nervously, moving her pasta around slowly. "Don't have the best track record when it comes to cooperation." Jaune nodded, his eyes and posture turning sagely for a moment.

"My grandfather had a saying: Tis far easier to seek revenge than to grant forgiveness." Blake nodded a solemn agreement, before something spied in her faux study session came to mind.

"Wasn't there an Arc at the Battle of Blood Gulch?"

"My great-great uncle," Jaune admitted, quite sourly Pyrrha noticed. "Leon Arc." The spartan reached a hand over to rest on his, the blonde knight answering her smile of sympathy with one of thanks. Different as they were, both had legacies they wanted to escape, Pyrrha from her reputation, Jaune from his family name. Not a moment later though, the knight was replaced with the geeky student.

"That reminds me, how old are you guys exactly?"

"Beg'n yer pardon?"

"Grimm get bigger as they age right?" Jaune reasoned. "And you and Ellen were absolutely massive when we … uhh."

"Go ahead," the ex nevermore sighed. "You can say it; When you offed us." Her eyebrows screwed up in concentration, gears whirring inside her head. "Come to think of it, I'm not really sure. I definitely remember fighting you guys, and a few weeks before that but any further back it all gets."

"Blurry," Mao finished, shifting in his chair slightly. "Yeah me too. I remember little things, but most of it just kind of, I don't know, runs together?" Grendel merely looked at his plate, ears flattening under his hood as he tried to remember something, anything from the days before waking up in the Emerald Forest, but the harder he tried, the less his mind could see. Just when he thought he had something though, Yang brought her hand down on the table hard enough to rearrange everyone's plates.

"Who cares about any of that?! So what if you guys used to be soulless, bloodthirsty monsters? You're not anymore right?" Ellen looked like she was going to snap back, lash out with her tongue again, only for it to catch in her throat. The other grimm-teens drew blanks as well, and one by one went back to their food.

They listened in as the students traded stories of the day's classes, embarrassing warnings from Goodwitches combat class, tales of caution about Professor Port and Dr. Oobleck, and soon Mao was right back to trading energy with Nora, and Ruby dragged Grendel back into her contagious enthusiasm for weapons. Wyatt listened quietly, nibbling on what remained of everyone else's plates as conversations wandered off. But it left one behind.

"I need some air," Ellen said suddenly, pushing herself away from the table and walking away. She made it outside, expecting some kind of familiarity in the open air, but instead it was cold and teasing, an autumn chill already settling over the city. Suddenly the jacket forced upon her shoulders wasn't an inconvenience, but a shield she pulled tight against the cool night.

 _I could just start walking._ She thought. _Just walk off and never see any of them again. But then what?_ It slowly dawned on Ellen just how little she knew about this world, a fear slowly creeping up on her, unlike the hand on her shoulder.

"Hey." Only the fact that it was Wyatt's voice kept Ellen from jerking around and planting her fist between his eyes, partly for who he was, but mainly his height. "You okay? The others are kinda worried bout ya."

"Why?" She glared, turning back to look out across the street, cars rolling past as their headlight painted the roadway yellow.

"Cause they care about ya?"

"Why should they?" Ellen asked, half hissing as something besides frustration wormed its way into her voice. "A few days ago we were trying to kill them, and now they're feeding us dinner? They should hate us."

"I know," he sighed, "but they don't. I don't really understand it mah-self but …" Ellen realized she had lost Wyatt's attention when the pale giant's eyes left her for something to their right, and the former nevermore turned her head just in time to see three men in identical black suits walk into a bookstore down the street.

"What is it?"

"I don't know," he said, pulling his hat down slightly and looking back at her. "Stay here."

"While you do what?" She snapped, grabbing his hand before he could walk off. "Rush in and be the hero? That's not our problem." Ellen could see the conflict in the taller teens red-gold eyes, the way his shoulders sagged until it looked like he was going to walk back inside to their table, when a loud bang echoed up the street. Wyatt's head snapped toward the bookstore, and instantly Ellen saw something harden in the ex-deathstalkers glare, his voice becoming a growl.

"Someone has to do something." He ran down the sidewalk, skidding through a turn before vanishing into the bookstore, leaving Ellen torn between following and darting inside to tell the actually trained fighters. But, ex-grimm or not, teenagers are nothing if not impulsive.


	6. Chapter 5

Wyatt ran through the stores open door, and quickly noticed the broken register, and the counter's contents lying across the carpeted floor in front. From his left he heard voices, shouting and yelling, half of them orders, some threats, a few desperate pleading. He slowly padded toward the voices at the stores back, making his way through the rows upon rows of shelves, his hands opening and closing.

 _Of all the times to loss mah claws._ He scowled, looking for anything he could use as a weapon, as a broken door at the stores back came into view. He moved toward it, only to stop when a broom handle caught his eye, the head either broken off or missing, but Wyatt took the improvised staff regardless. As he stepped inside and closer to the source, the voices became clearer.

"I don't care how long you've had it, just open the damn thing!"

"Please, take my money, my books, anything!"

"How many times do I have to say it?! I don't want your money, I don't want your stupid books, I want what's inside this dust-damn safe!"

"Twelve minutes to pick up. I say we just grab, wheel the car around back and haul ass." Wyatt did a head count. At least three people, all male. Two attackers, one hostage, probably being held a weapon point.

 _They sound close together. Probably not a gun. Bit of an echo so it's not a small room._ The tiny hallway connecting the store and it's back room was narrow, too narrow for Wyatt's liking. At least in his cave there had been room enough to stretch, but the ceiling here was so low he had to stoop down. There was another doorway up ahead, light streaming in from around the corner as the voices continued.

"And if I want your opinion I'll ask for it! Now shut up and help him get this thing open."

 _Dangit. I can't sneak up on them, and all I've got's a lousey stick._ **_Turn back_** _,_ the logical part of his mind said, **get RWBY and JNPR** it said, **let the trained fighters take care of it.** … _Or_ …

In the bookstores back storage room basically a repurposed garage leftover from the buildings stint as a mom and pop dustshop. The two thugs did their best to hurry the owner and manger along as he fumbled with the tumblers on an old rusted metal safe. The owner for his part, was expecting another screamed order or the flat of the head thugs sword on his arm again, but instead he heard a whistle.

 _~Wee-whooo~._

"The hell?" The owner felt the head thugs attention leave him, both turning back to look at the teenager in a dark brown and grey cowboy outfit looking at them from across the room, an old broom handle slung over his shoulders.

"You know,' he said casually, spinning the staff with an almost lazy air. "I'm a lil new to this whole people thang, but I'm purty sure that ain't how ya do it."

"Beat it cowboy," the lead thug snapped, red blade glinting in the overhead lamp light, the same shade as his glasses and tie. "This's none of your business."

"Well then," Wyatt smiled. "How bout I make it mah business?"

"Let him go," The second thug hissed, almost pleading with his partner. "He's just one kid, and you heard what Shrike said."

"He also said no witnesses, and this kid's seen too much."

"This kid," Wyatt snarled, stomping his staff down on the floor, "is given ya'll jus one warn'n. Leave the old man'n his store alone, or else." The lead thug didn't even turn to face his partner and hostage.

"Get the safe open, I'll deal with him." The other thug nodded, pulling out a handgun and putting it to the owners side as his sword wielding partner advanced on Wyatt. The grimm-teen took his staff in both hands, shifting to something he thought was a combat stance he remembered seeing. The sword thug actually hesitated for a moment, stopping, probably wondering if he was looking at some upstanding upstart, or an actual student from Beacon. Then his face twisted into a snarl and he charged.

Wyatt had no human reflexes, no useful ones at least, but as the red blade came down toward his chest, something else took over his muscles. His right foot slid back, and he snapped the staff vertical, catching the red blade's edge in the wood. Then his grip shifted, right arm forcing the staff's bottom end up into the thugs groin, the force carrying him up off his feet, then back to the ground on his back. Without even thinking Wyatt brought a boot down on the suited man's head, sending him wailing and cursing as he clutched his face. Wyatt barely a had a moment to wonder what he had just done, before white hot agony tore through his side.

"Bad move kid," the other thug snarled, gun trained and smoking as the store owner collapsed in a fainted heap. "I didn't want to kill you, but you just had to be a hero."

"Yeah, he has a problem."

The gun-thug spun, barrel aimed at the new voice, only for a crowbar to find his skull mid turn. He wasn't that dazed however, but a swift kick to his nethers quickly changed that.

" _Mommy_." He squeaked before falling over, curling into a ball and whimpering.

"Moron," Ellen spat, walking past him and over to Wyatt, helping the taller ex-grimm to his feet. "Well? Had enough heroics for the night?"

"Maybe," he groaned, still holding the bullet wound in his side. "Okay, go-head'n say I told ya so."

"Later," She snapped, putting herself under the pale giants injured side and supporting him. "First let's get you patched up."

"Yeah," He sighed, feeling the hot red leaking from his side, the final agonizing proof they were now fully, 100 percent human. Then as they approached the door and hallway back to the store, that clarifying pain's twin appeared in Ellen's shoulder.

"AAHH!"

"Sorry kids." The third thug stepped out of the shadows behind them, long barrel pistol aimed almost lazily toward them. "I can't let you do that. But thanks, really," he smiled nodding to his unconscious cohorts. "I've been trying to shut those two up all night. Come on you pathetic little dust stains, GET UP! Thunder, stop nursing your nuts and get the truck! Skye." He growled, stomping over to the sword thug still cradling his face, dragging him up by his suits collar and slamming him against the rooms roll up metal door.

"Get this through your thick skull. **I'm** the boss! You do what I say, how I say it! That means you don't go off half cocked just because some golden boy kid thinks he's tougher than you. Not him, not his girlfriend, and especially not Juniors blonde Bi!"

Before he could finish the syllable, a yellow gauntlet punched through the doors metal, grabbing both thugs before dragging them through it.

"Sorry," Yang smiled, sweet as a rattle snake, Ember Celica chambering a new round. "I didn't quite catch that last part." The thugs tried to move, only for a white glyph to appear beneath their feet before they were frozen solid.

"Weiss!" Yang whined, looking up at the roof where the heiress was still pointing Myrtenaster toward the open lot behind the building. "You are such a buzzkill!"

"And you enjoy combat far too much," She snapped, floating down on a levitation glyph as the other students stormed into the storage room. The last thug tried to bring up his gun to meet the students pouring into the storage room, only to feel cold steel against his throat.

"Don't even try," Blake warned, amber eyes glowing in the low light. Pyrrha and Ren both trained their weapons on the remaining thug as Blake disarmed him, leaving Jaune and Nora searching for any other enemies before the blonde knight clapped eyes on the blood seeping from the grimm-teens, and his eyes turned to blue steel.

"Nora, Pyrrha, check the store. Ren."

"On it." The ninja had already holstered his weapons, kneeling down beside Ellen and Wyatt as Weiss sprinted up. The grimm teens winced, biting back screams as Ren prodded their wounds. "They're clean. Through and throughs."

"Dolts," Weiss spat under her breath, waving Ren back as she cast a healing glyph beneath them, the bullet wounds knitting back together until only faint scar tissue was left. "There. Now what the Dust were you thinking?! You can't just go barging in like some, some!"

"Cowboy?" Wyatt groaned, sitting himself up and rolling his shoulders as Weiss's glare trained on Ellen.

"You two are lucky those bullets didn't explode your skulls! What were you trying to prove anyway?"

"Nothing," Ellen seethed, rubbing her shoulder and the raw tissue. "But golden boy here thought it would be a good idea to be the hero."

"They had a gun to the guys head. Someone had to do something." That stopped the Schnee heiress in her tracks, her mouth pressed into a thin line as she looked over toward where Ren was examining the still unconscious store owner.

"He's alright. But he'll be better in a hospital." Jaune nodded, turning to shout down the hall when Pyrrha and Nora returned.

"There's no one else," the spartan said quickly. "It was only the three of them."

"Did you call the police?"

"No need," Blake growled, still holding the third thug at sword point. "These idiots tripped a silent alarm the moment they walked in. We should go."

"We can't," Weiss reasoned steadfastly. "We need to give our statements to the authorities." Yang finally stopped glaring at the trapped thugs, stomping inside to look at the third, familiar confusion settling over her face.

"You're one of Juniors," she started, closing the distance as the man squirmed in place. "What's He doing ordering robberies?"

"I-I don't know," he stammered quickly, trying with all his might to escape the brawlers wrath. "All he said was there was a guy willing to pay a crap-ton of lien for what's in the safe. Shriek's the one wanted to take this job not me!"

"What's inside?" Blake asked, pressing her blade if only slightly harder into the thug's neck.

"I don't know I swear!"

"Well," Yang smirked, casually punching the thug in the temple and rendering him unconscious, already walking over to the metal lock box and cocking her other fist back. "One way to find out." Weiss immediately saw her teammates plan.

"Yang No!"

BANG!

Ember Celica's blast rang through the air like a gong, a firedust round punching the safes dials clean out of their hole, and allowing the door to slowly creak open on rusty hinges. When the smoke finally cleared, Yang, Weiss, Blake and JNPR looked inside, the flickering light shining off …

"Nothing?!" Ellen yelled, storming over to the source of all her latest troubles. "Are you telling me these idiots actually tried to rob an empty box?!"

"Apparently," Yang shrugged. "Come on, Rubes Gren and Mao are still waiting outside, so let's beat it before the cops show up. Being interviewed by police is **not** how you start a weekend with a yang." For once Weiss didn't groan at the blonde brawlers terrible pun, merely nodded and ushered herself and the others out of the store, so quickly she didn't see Ellen fall behind.

 _No one's that stupid._ She turned back to the broken lock box, kneeling down to peer inside, turning her head as the flickering light caught something besides the rusted metal walls.

"Hello precious," she smirked her eyes tracing over the object hidden within. It was a glass urn, the surface so black it was no wonder they hadn't seen it at first. The vessel was maybe the size of Yang's head, with squat rounded shape that tapered toward the top and bottom from a bulged midsection, and sealed with a simple tipped lid.

"ELLEN!" Weiss shouted from outside.

"Uh, yeah I'll be right there!" Ellen listened for any footsteps coming back, ready to bolt and look as innocent as possible, but none came, and the temptation only grew. It was just sitting there, door wide open, practically begging her to take it. Like a giant fishing line and hook, with the urn an all too tempting lure. Slowly, Ellen reached inside..

She gingerly picked the urn from its shelf, lifting the dust covered glass into the rooms dim light. Inside the safe it had appeared solid black, but now Ellen could see the faintest traces of faded color all across its surface, while her hands traced intricate moldings so subtle it was no wonder the urn appeared so plain.

"You _are_ a pretty one," She smiled, the vases glass surface reflecting her smile and pale face. "Hello my precious shiny."

She kept turning it over in her hands before one of the carvings caught her eye. It was clearly meant to be a man's face, complete with hair and a beard of flowing curls, the designs picking out even the smallest strand of hair. The lips were set in a hard scowl, and the eyes stared up at Ellen, seeming to both beg and challenge her to gaze upon their image. All the while, the urns lid shone with its own tantalizing light.

 _One little peek can't hurt._ She told herself, a greedy smirk growing over her face. _And if those morons went through all this trouble for you, something valuable has to be inside._ Shifting the urn into the crook of her arm she reached up, two fingers clasping around the lids knob, slowly lifting it off its lip,

"Hurry up Elly!" Even after everything she'd been through, Mao's shout was loud and sudden enough to startle the ex-nevermore. Her shoulders jerked up, her arm shifted, and before she knew it, the urn crashed to the floor, shattering in a spray of black glass.

"Dammit!" She immediately knelt down to search the remains, but quickly realized that either its contents had been made of the same black glass, or the vase had been empty all along.

"Ellen what's the hold up?!"

"I'm coming! Jeez!" She ran toward the door, leaving a pile of glittering glass flickering in the light, stopping only a for a moment when a glint of red caught her eye. Weiss was only slightly surprised when Ellen emerged from the store carrying the thugs sword.

Had they stayed just a moment more, they would have seen the shards rough edges begin to soften, the pieces flattening and spreading as their surface turned slick. Sharp onyx fragments became glistening droplets of inky black, spreading until they formed a wide mirror like puddle, thickening with the dust and dirt covering the storage room. Then from the puddle, a long muscled shape took form, rising out of the slick sludge until the mass lifted itself into the air, growing and writing until a five digit hand reached up to grasp the dusted air.


	7. Chapter 6

Any ideas Ruby had about helping the grimm teens explore Vale were torpedoed the moment JNPR and her teammates returned with Wyatt and Ellen, the later all but cradling her new sword, and she had to agree with Pyrrha and Weiss that it would be safest to return to Beacon for the night. As they boarded the Bullhead and took their seats, no one said a word until the glare Weiss had been throwing at the two injured grimm teens finally cracked.

"That was a very brave thing you did." Wyatt looked up from the floor, gold rimmed red meeting icy blue across the airships bay. "Foolish and ill advised, but brave."

"... Thanks," He said, then went right back to staring at the floor. This did not sit well with a certain red headed champion.

"You know," Pyrrha started, feet shifting where she and the rest of team JNPR stood along the transports walls. "The two of you did subdue those criminals rather quickly. With a bit of training and some proper weapons." No one missed how Ruby perked up at the last part, or the scowl the sprouted from Ellen's face.

"No. We might not be grimm anymore, but that doesn't make us hunters." She turned to glare at Wyatt, the pale giant still looking anywhere but at someone. "Or heroes."

"Why not?" Mao asked with surprising force, leaning forward in his seat. "Between the four of us we know the Forest better than anyone! And who better to take down a grimm, than another grimm?"

"It does make sense," Grendel nodded, quickly shrinking back into his hood and jacket when Ellen turned her glare on him. The wolf faunus scooted that much closer to Ruby, ears folded and whimpering slightly, looking every bit the kicked puppy. He stayed there for the rest of the flight, and all but clung to Ruby as the students disembarked and headed back to their dorms. Soon the red reaper had had enough, and fell back slightly.

"Grendel?" she asked, matching the young wolfs slow pace. "Gren what's wrong?"

"... How do you do it?" He whispered, eyes downcast. "Everyone else is so much bigger and meaner than you, but you're never scared of them, not even for a minute." Ruby turned away if only to hide the tiniest of blushes.

"Actually, I'm terrified." Grendel looked up from the path ot the Red Reaper, clear and almost comical disbelief all over his pale face.

"But, tonight? You were."

"They're my friends," Ruby said quickly, only to wince. "Well, kinda … sorta … we're working on it. They already know me from initiation, I can be myself around them. But the rest of Beacon …" She trailed off, stopping on the path, the setting sun painting her cloak a vibrant orange as a breeze picked its hem up to wave at the vanishing light.

"I was admitted two years early," She sighed with tired nerves. "I left all my friends and classmates at Signal behind, and now I'm team leader of not only my big sister, but two other girls, in a whole academy full of students with years more experience and training than me. I try to keep smiling for Yang and the others but sometimes it just gets so, so …"

"Suffocating?" Grendel supplied, earning a tired nod from the red girl.

"Yeah …" Ruby kicked the path for a moment, silver eyes shining amber in the twilight, and Grendel's next impulse was to focus on anything but her. So naturally, he thought of a new conversation about her.

"Do you … like it here?" And in the blink of a red-gold eye, Ruby went from moping to ecstatic.

"Of course I do!" She half cheered, then mentally slapped herself when Grendel flinched back at her volume. "Sorry! But, yeah Beacons awesome! Even if I am kinda out of my league, I've got my teammates, my big sister, Jaune and his team, and now you guys!" Grendel felt the heat rush to his cheeks as the edges of his hood tinted purple.

"Thanks," he smiled, red-gold eyes looking away from Ruby's shining silver. "Does this, make us friends?"

"Of course! And who knows, if you Ellen Mao and Wyatt impress Ozpin yourselves, he might let you into Beacon too!" Whatever hint of a smile that had found its way to Grendel's features vanished as his eyes turned down once more.

"But what if Ellen's right? What if we're not meant to be heroes? I mean, a few days ago, we were the monsters you guys are learning to fight."

"We have a saying here in Vale: Keep Moving Forward." The wolf faunus looked up to Ruby, brows knitting together at the simple yet cryptic words as the red reaper's eyes filled with something besides their usual innocent zeal, something worn and wise. "It's easy to get lost in the past, to focus so much on what happened that you forget to be excited for what's coming. It's okay to remember, but what was can't hurt you now. It's like Yang said," Ruby smiled as she turned to face the young wolf, Silver eyes meeting red and gold. "You're human now, well, kinda in your case. What's it matter if you used to be different? That's who you were. This." She reached up and tugged the hood from Grendel's head, letting his black wolf ears stand tall in the cooling twilight air. "This is who you are."

Of all the reactions Ruby had imagined, none included Grendel hugging her. But he did, wrapping his arms tight around the red reaper. Ruby had been hugged before, her parents, Yang, but never by a boy, and most definitely not one her own age. But here she was, being hugged, by a boy, one who she had killed, whose head was now so close his wolf ears were tickling her hair. Ruby might have had time to laugh at how absurd it all was, if most of her blood hadn't gone straight to her face.

"Thank you," He sniffled, and Ruby could swear she felt a stain forming on her cloak, but finally, she hugged him back.

"You're welcome."

"Ahem!" Both reaper and wolf jumped, flying apart in a blur of red and blue at the sudden sound, spinning around to find the moustached face of Professor Port, blunderbuss-axe slung over one shoulder. "Sorry to interrupt, but I believe curfew is fast approaching."

"Uh, yes sir," Ruby nodded quickly. "We're sorry Professor, it won't happen aga,"

"Calm down Ms. Rose. I said approaching, not arrived." Grendel was surprised when he realized he wasn't afraid of the man, who though unimpressive physically, carried himself with all the lethal grace and confidence of a predator, nevermind the combo-weapon he held in one hand. He was scared however when the huntsman's eyes fell on him.

"Pardon me Lad," Professor Port smiled with a tilt of his head, "But I don't believe we've met. Are you a student?" Nervous silver met terrified red-gold.

"Uhhh … "

There are two things a young mind does when confronted by a seemingly impossible question: shutdown and freeze, creating an instance of awkward silence the owner will, in their mind, be forever mocked and ridiculed for, **_or_ ** , panic and pull an answer out of some manner of backside.

* * *

When Grendel finally made it to his room, the other grimm teens were thankfully too focused on their own business to notice how badly the young wolf faunus was shaking. They had already changed out of their new outfits and back into the lost and found plunder that had become their default sleepwear, save for Ellen, who clearly preferred her less concealing clothes.

"I just don't see why we can't keep wearing what we have on. Seriously what's the point of changing if we're just going to lay there, then get back up and put the same clothes back on? And who designed these uniforms anyway?" She hissed, holding up one of four that had come with their room. "You can't even see let alone feel anything ."

"Call me crazy," Wyatt sighed, storing his duster on a coat rack, hat still firmly set on his head. "But I don't think the teachers're as concerned bout feel'n the wind as you are Elly. And unless you wanna see Ms. White throw another fit, I'd do as she says far as clothes."

"Say's the bug who just hid in his cave."

"While you did what? Stole'n hoarded anyth'n that shined up at ya?"

"Shut up," The ex-nevermore groaned, sliding her new sword under her bed. "Stupid fledgelings have probably already picked it over by now."

"Well you two," Mao grinned, jumping into and flopping down on his bed, "can keep moaning and groaning all you want. Me? I think I'm gonna like it here."

"Don't like it too much," Ellen warned, dropping down in her own mattress with hunched shoulders and looking every inch the sulking vulture. "You heard what Mr. Gears said; Those kids are just helping us adjust. As soon as he decides we're passable as human." She made a kicking motion, then collapsed back into her pillow.

"You're wrong." Three sets of red-gold eyes went to the smallest one of them, the ex-nevermore sat up, and Mao rolled over as Wyatt paused mid stride toward the closet to look at Grendel.

"We're not just some job for them," he said slowly, hands tightening as iron poured into his features. "Yes she killed me, yes we should hate each other, but Ruby's my friend now. And didn't you get along with Nora tonight Mao?"

"You better believe it! Nora and Ren are incredible, and team RWBY have to be some of the coolest people I've ever met." Wyatt couldn't help but smile and shake his head.

"They're purty much the only people any of us've met. But you're right I guess. I mean, Blake'n Weiss seemed purty nice, an I don't think the others're gonna try'n kill us again anytime soon."

"But what about later?" Ellen sighed, the venom finally ebbing out of her voice to reveal the dread beneath. "What about when we don't need them watching us in public? What happens when they say we can make it on our own?"

"Hate to break it to ya," Wyatt sighed, laying back on his own bed,only pausing to kick off his boots. "But I think that's someth'n we're gonna have to figure out eventually, like it or not."

"Well," Grendel said nervously, ears folded and looking anywhere but at the other grimm-teens. "There is one way we could … put that off a little longer." The others looked at the young wolf, the spectrum of confusion painted across their faces, until Ellen asked the obvious question.

"How much longer?"

" … Four years." It took a moment for the implications of that number to sink in, but when it did, the ex-nevermore had the expected reaction.

" Oh-Ho no! No! Nuh-uh! No way!"

"But why not?" Mao all but cheered, likely one word away from jumping off his bed and bouncing around the room. "We know the forest, we can already track other grimm, and it would be so cool!" Ellen glared at the rotund ball of energy, until she noticed the absolute terror written from Grendel's eyes to his clenched muscles.

"Hold up, what is it? What's wrong?"

"Welllllllll. You see, me and Ruby were talking … and walking ... and uhh …"

"Gren?" Wyatt asked, sitting up and fixing the young wolf with a glare equal parts worry and confusion. "What happened?"

"Well, so we kinda ran into one of the professors and he uhh …" Ellen glare narrowed to a laser point.

"Grendel, what did you do?" Mao of course was oblivious to the rising tension.

"Elly relax, I'm sure he didn't tell the teacher anything bad, right Gren? I mean, it's not like you two made up a story about us being students and now we're gonna have to pass as hunters in training right? Cause that would be hila … ri … ous?"

He finally noticed no one was sharing in his joke, the rotund boy finally rolling over to see the spectrum of expressions painted across the room. Ellen was staring, mouth gaping and eyes wider than banquet platters as Grendel sank to a sitting fetal position on the floor, leaving Wyatt staring flatly, blinking every two seconds or so. Mao completed the range with a grin so wide it threatened to split his face in two.

Coincidently, Ruby had almost reached a similar point of explanation with Yang and Blake when twin shrieks of sheer joy and pure rage tore through the first year dorms.

 ** _"HAVE YOU COMPLETELY LOST YOUR MIND?!"_** Were it not for the door Ruby would have almost teleported into the room, but one simple wooden barrier left her piling in alongside Yang, Blake, Jaune, and Ren. By the time they separated the feather haired girl from the faunus she was trying to throttle, Nora, Pyrrha, and Weiss had joined them.

"Let me get this straight," Weiss groaned through a pinched nose and shut eyes, trying her best to at least look annoyed wearing a bathrobe with her hair piled high in a towel. "You were giving Grendel helpful advice, encountered Professor Port, and instead of telling him that our new associates are friends visiting Beacon or some other _passive fib_ , you told him they are our fellow students?" It was just that kind of unbeatable simple as pie logic that solicited the second most common knee-jerk answer from Ruby and Grendel.

" **It was his/her idea! What?!** "

"Was not!" Ruby snapped.

"Was too!" Grendel fired back.

"Was not!"

"Was too!"

"Was not!"

"Was too!"

"SHUT IT!" Wyatt bellowed. "It's jus one teacher! One lil lie to one person. Honestly, what's the worst that could happen?"

"Being human rule two Cowboy," Blake groaned as he head fell onto her hands. "Never ask that question." Fortunately Jaune hadn't had time to change, so he could be much more diplomatic than his onesie would have allowed.

"Seriously though, is it really that bad? All we have to do is call Professor Ozpin in the morning, let him talk to the teachers, and we'll have this whole thing sorted out."

"Monday you mean," Ren added sourly. "According to what I've heard from the upperclassmen, Ozpin disappears during the weekend. And professor Goodwitch is still a fully licensed huntress, so I doubt she spends her off days here either." Wyatt flopped back onto his bed, the weight of their mess finally making itself known.

"So in short, the only people actually know what we are're gone, and if the others learn, they'll likely shoot us on sight."

"We don't know that," Jaune said quickly, only to turn to his teammates. "Right?"

The students all shared glances. In the few weeks they had been at Beacon, the professors had struck them as everything from eccentric and passionate, to screws loose antique Atlesian-clock cuckoo. Professor Port in particular was extremely fond of killing Grimm, and very little else. They hesitated to imagine how Professor Port would react when he found a Grimm he _could_ stuff and mount.

"Yeaaah," Ruby winced, then perked right back up. "So who's up for plan B?" Weiss screwed her eyes shut, but all the frustration in the world couldn't stifle her curious dread.

"I know I'm going to regret this, but what is plan B?"

"Well, Ozpin gets back on Monday right? So all we have to do is pretend until then."

"You cannot be serious," Weiss deadpanned, only see the gleam in her partners silver eyes. "Ruby this is insanity! Those four can't pass as students! Yes they look the part I grant you, and could probably be overlooked on paper, but they have zero training, and most importantly, no weapons!" Weiss regretted those two words the instant they were out of her mouth, as she watched Ruby's eyes go from serious, to sparkling joy.

"Weiss you're a genius!" Ruby squealed, before vanishing in a flurry of rose petals, only to reappear a moment later with arms full of paper and colored pencils. "Okay, everyone take a sheet, and draw the first thing that comes to mind."

"An this?" Wyatt groaned, sitting back onto his bed and accepting a blank sheet. "Is gonna help us how?" Ruby said nothing, just smiled wide. Wyatt resigned himself when a glance to the other students confused faces confirmed they had no idea of Ruby's intent either.

Ten minutes and five crumpled papers later, the grimm teens presented their drawings. Mao had drawn a yin-yang symbol, claiming he'd seen it earlier and thought it looked cool, while Grendel sketched the outline of a crescent moon. Ellen surprised everyone at her detailed almost photo like drawing of a broken pair of scissors sitting in the open nightstand drawer near her bed, and Wyatt surprised no one when his drawing turned out to be a poorly illustrated set of scorpion claws.

"Now what?" Grendel asked, leaning forward from his cross-legged perch on his bed as Ruby examined the drawings.

"Now we all get a good night's sleep. We'll need to start bright and early if we're going to make you guys students by sundown tomorrow."\

* * *

"YOU CAN'T BE SERIOUS!" The two suited henchmen flinched and shuffled toward the far wall of their cell, anything to put distance between them and the living tirade that their self appointed leader had become.

"We did everything you asked!" Shrike screeched into the phone, glasses torn off and forgotten, putting his enraged indigo eyes on full display. "We found the safe! You know where it is now!"

"You left empty handed, and in cuffs. You know how this works Shrike; I can't afford to be associated with known criminals." Shrike ground his teeth, voice hissing between the gaps.

"Your old man doesn't seem to mind."

"Old being the key word. Everyone knows he's getting up in years. Pretty soon there'll be a new head, and I'll be damned if I let your incompetence make it any easier for Torchwick to muscle his way in. You'd best advise your friends not to waste their calls on me. Far as I'm concerned, you three don't exist."

"SCREW YOU JUNIOR!" Shrike slammed the phone back onto the hook, despite the fact the line had already fell silent. The guards shuffled him back to his holding cell, where his two colleagues were still waiting. Apparently, though, their boss's anger wasn't a clear message.

"Well?" Skye asked looking up from his seat. "What'd he say?"

"What do you think?" the leader spat as he stalked his way to the back of the cell, ten feet square grey concrete with two metal bunks and a single drain in the floor. "We're on our own."

"Typical," Thunder groaned, getting to his feet as the guard walked off. "Hey! I want my phone call! Hey! Blue boy! I'm talk'n to you! I want my!" The rest of Thunder's yell died on his lips when the lights overhead flickered and died.

"The hell?"

"Perfect," Skye groaned, metal clanging as he flopped back on his bunk. Well, gnight guys. See ya whenev, what the dust?"

"What?" Shrike started, only half listening to whatever had confused his fellow prisoner. "What could you have possibly found to go wrong now Skye?"

"I don't know," He said somewhere across the darkness. "But it's wet, sticky, and definitely wasn't here a minute ago. Ewwww, Thunder gimme a hand would ya?"

"I can barely see you, idiot. Shrike, you're the one with the semblance can't you just?"

"Fine," He sighed, focusing his aura and activating his semblance. To anyone watching or listening Shrike wouldn't appear to be doing anything, simply standing in place and humming a low note. With his semblance however, Shrike could use that sound to see the room around him in perfect detail. Every flake of rust on the bunks and pit in the concrete walls, his sonar let him see it all. Including the writhing black mass oozing up through the rooms single floor drain.

"Mother of Oum!" He screamed, jumping up on his bunk and away from the floor as the mass leapt toward Skye's bunk, enveloping and swallowing the man before Shrike could ping another sonar image.

"What happened?!" Thunder yelled, just as a slimy black latched onto his legs. "What theaaAAAAAAHH!" Shrike shut off his semblance, blocking out the screams as the closest thing he had friends left were dragged into and devoured by the monster still pouring up into the cell. But he didn't need the ability to manipulate sound waves to hear what came from it.

" **_The tastes of flesh are oh so droll._ ** " Shrike reached on reflex, pinging his semblance off the walls, only to find his vision filled with a rising mass of roiling black, its front just beginning to take a faces shape.

" **_They feed the body_**." Its toothless, lipless mouth twisted into a smile, or sneer, Shrike couldn;t be sure. He was too focused on its eyes, the deep, lidless orbs that were little more than pits in its forming face.

" **_But not_**." Then there was light in the darkness, but the light itself was dark. Two tiny pinpricks, on in each eye, glowing out at him as the faces lips dripped into fangs. " **_The soul_ **." Then it lunged.


	8. Chapter 7

Mao hit the mat with a meaty slap, his belly wobbling as his back reacquainted itself with the floor.

"Ow."

"Sorry," Pyrrha sighed, arms crossed as she waited for the round boy to pick himself up again. "But your stance it still off. Your center of gravity is already low, so you need to capitalize on that." In all honesty, she was surprised Mao was still getting back up. Between herself, Blake, and Nora they had unlocked the remaining Grimm teens auras first thing after breakfast, and though they could take the punishment now, drive was the real key to successful training. And the former ursa was nothing if not determined. He was already back on his feet and trying another stance.

Weiss bit her lip and tongue even as a hundred corrections came to mind. She forced her eyes off the boy's atrocious footwork, instead focusing on her partner and the young wolf faunus she had clearly taken a quick liking to sitting at her left.

As Pyrrha put Mao through his paces on the mat, Ruby was walking Grendel through the design process she had used to create Crescent Rose. Weiss allowed the corner of her mouth a slight upturn. Ruby was only using one hand to work her Scroll where it sat in her lap, the other writing in a notebook by her side as Grendel made tiny criticisms and comments about her weapon. It wasn't the most suspenseful or entertaining thing to watch, but it was preferable to the scene on her right.

"It was horrible," Ellen shivered. "I tried to hold my eyes open, but I couldn't even stand. It felt like the sheets were grabbing me and holding me down. Then before I knew it … nothing. There was nothing. Just a great big, black, nothing."

"Ellen," Blake deadpanned, regarding her over the top of a book that mercifully hid her smirk. "You fell asleep."

"I don't care what it's called," the feather haired girl cringed, so obviously scared by the experience it was all Blake could do not to laugh. "How do I stop it?"

"Unless you want to go crazy," Yang sighed, watching the spar more than listening to the ex-nevermore. "You don't. It's just what happens when you get tired. Believe me you get used to it." Yang actually winced, hissing through her teeth as Mao's gut and face met mat again.

"Better," Pyrrha smiled, not even sweating or out of breath. "Now I think we should check your momentum. Come on, let's start again with a level one balance exercise."

"Is there a level zero?" Mao groaned, struggling to his feet as Ren walked up to the spartan.

"Let me try something," He volunteered, waving the former Ursa over to another set of mats as Jaune sighed and turned to his partner.

"I think Mao and Ren are right Pyr," he said, and once again completely missing the shade of pink tinting Pyrrha's cheeks. "I know you trained with the best, but maybe we need something a little easier on them for their first day."

"Agreed," she said quietly, turning so slightly as to hide her blush while Jaune turned to the others.

"Okay, who's next?" Yang immediately raised her hand.

"Dibs on golden boy!" She cheered as Wyatt glared at the blonde brawler.

"First Ellen now you, why does everyone keep call'n me that all've a sudden?"

"Same reason Jaune's always gonna be vomit boy," Yang smiled, slipping Ember Celica off her wrists, handing them off to Blake and beckoning Wyatt forward with raised fists. The former deathstalker looked back at Grendel and Ellen, but all they offered were shrugs.

"Fat lotta help ya'll are," he grumbled, stomping up to Yang and trying to mimic her stance, only for the brawler to roll her eyes.

"Forget about form, that comes later. Right now just focus on what feels right. Now hit me with your best shot." Yang was ready for a lot of things. As Wyatt took a breath and steadied himself, she imagined all his possible next moves, every wild, uncontrolled angle of attack a rookie could take. Then she blinked, and opened her eyes to a cowboy hat and duster barreling at her like a freight train.

Yang kicked a leg up, spinning on her heel like a matador as the much taller boy came screeching past, his lanky frame lost beneath his billowing coat as he dropped down, skidding through a turn on one knee and hand, then launching himself right back up.

Yang barely had time to realize she was backpedaling, blocking jab after hook to keep her much taller opponents fists from connecting with her chest and head. Whatever idea she'd had of Wyatt's toothpick like noodle build being weak was gone, replaced with a manic grin as the ex-deathstalker became a whirlwind of leather and fists.

Then Wyatt drew one jab back just a little too far, and Yang took it. Her gloved fist shot out, knuckles colliding with his right pectoral and sending the pale giant skidding back. Somehow he kept his footing, and it was only when he'd come to a stop ten feet away that he took a breath.

"Damn," he groaned, rolling his shoulder even as the bruise flashed a faint gold. "An I thought Boarbatusks hit hard."

"You're not bad yourself," Yang admitted, rubbing her arms and the bruises her aura wouldn't quite keep from forming. "Where did that even come fro … whoa."

"What?" He said, looking up from his hands, gold aura fading as bruised knuckles healed. Yang, along with everyone else in the room for that matter, was staring at him, their faces ranging from shock to pure awe. Even Mao had frozen on one leg, stuck mid transition between the stances Ren was showing him.

"What? Is there someth'n on mah face?" Wyatt noticed the glow only a second before Blake's limp hand dropped her book and subtly pointed his eyes down. He then noticed the twin trails of smoldering blue stretching between himself and Yang, lines he followed down to his very much on fire boots.

"YyeeEEEOOOOW!" Wyatt immediately jumped up, trying in vain to get away from his flaming footwear, before he resorted to hopping on one foot, the other held up as he blew futily on the blue flames. All this spanned perhaps three seconds before Jaune sprinted over, extinguisher ready.

"Hold still!" He shouted, even as he fumbled with the release. "Oh of all the, WHY IS THERE ALWAYS A STUPID SAFETY PIN?!"

"Jaune wait!" Pyrrha shouted, running up and pushing her partner's frantic hands down. "Look." Jaune followed the Spartans green eyes to Wyatt's boots, his nose and eyes realizing a very important something.

"Uh, fellas?" Wyatt asked, not sure whether to be afraid or thankful that the azure flames at his feet weren't burning him to a crisp. "Ain't fire s'possed ta, ya know, hurt?"

"Normally yes," Pyrrha smiled knowingly. "Except when it's manifested through your semblance." The former deathstalker could only half hear the shouts of praise and congratulations as he willed the flames licking his shins out of existence, then screw his eyebrows back up in concentration. Before anyone could ask, His hands were enveloped in soft blue heat.

"Now this,' He grinned as an orb of fiery blue formed in his open palm and began dancing between his fingers. "This I like." He turned to Yang, burning fists ready. "Well blondy? You rar'n to go fer round two or what?"

"Easy Hothead." No one was more surprised than Yang when the punny nickname didn't come from her, but Ellen as the ex-nevermore sauntered onto the mat. "Some of us still want a turn."

"Oh dear Oum," Blake groaned as her partner's face broke into a magnificent grin. "Please don't tell me."

"Come on Cowboy," Ellen smirked, a glint of mischief in her red-gold eyes as her pilfered sword gleamed in a borrowed sheath across her back. "You've had your warm-up."

"YES!" Yang cheered, running over and nearly crushing Ellen in a bear hug. "You beautiful little bird from hell! You made a pun! I'm so proud of you!"

"GACK! Get off me!" But Ellen's struggle was worthless, the blonde brawler holding her tight and relentlessly ruffling her feather like hair. Blake couldn't help but smile at the ex-nevermores attempts to flee.

"I'll spar with you if you want," She offered, pulling Gambol Shroud from her back and cycling out the magazine for safety.

"Sure, just as soon as you get your partner to STOP PETTING ME!"

"Sheesh, fine," Yang sighed, all but tossing Ellen to her partner. "She's all yours Blakey. Remind me to look up that proctologist I recommended to Weiss again."

"A Proc-ta-what?" Ellen asked, looking at Blake, but the black huntress could only groan.

"Trust me, you don't want to know." Ellen looked like she might ask, but a quick glance at Yang's grin and she thought better. Blake steadied her breathing and turned to face her opponent, unable to hide the slight quirk of her lips as the ex-nevermore drew her sword, which was really more an oversized machete. It was obviously based on a classic Valien design, but the blade itself was so thick it made the sword infuriatingly heavy, and the unrefined tip certainly didn't help.

"Remember," Blake smiled as Ellen tried to find a comfortable spot on the swords handle. "This isn't just about finding your semblance or figuring out a weapon, it's to help you learn about yourself. Now calm your mind. Breathe steady, and just let whatever comes next flow." Ellen nodded, then she took a deep breath, and charged.

Once again, Weiss watched the bout with veiled interest. She had been able to predict the outcome simply by Ellen's grip and footwork, though as far as the grimm-teens skills went thus far, she definitely fell in between. She obviously couldn't hope to match Blake for speed or agility, but at the same time she wasn't giving any ground either. Blake would dash inside and try to land a strike, only for Gambol Shroud's blade to glance off the flat of Ellen's sword or bite into the blunt back edge. Weiss winced every time the ringing of metal sounded, silently promising to check Mrytenasters cutting edges before Ms. Goodwitches combat class on Monday.

"And there," Ruby smiled proudly, putting away her scroll and finally pulling up her sketchpad for Grendel to see. "Well? Whaddya think?" Grendel could only stare for a few minutes, and a quick glance over her partner's shoulder showed Weiss why.

The weapon itself was based on Crescent Rose at least mechanically. The main body was obviously a high caliber gun, and guessing by the size and shape of the housing Ruby had quickly drawn, probably something with even more stopping power than her sniper-scythe. The drawing indicated a stock that extended into a longer shaft for the weapons melee form, and in true Ruby Rose fashion there was even an intricate four-part transition series of how the weapons massive crescent moon shaped blade would fold and unfold from a more compacted transportable form. Grendel's red-gold eyes were positively sparkling, and he finally managed five whispered words.

"Does it come in blue?"

CLANG!

The students instantly froze when the ring of metal on metal echoed in past the walls, and before Jaune or Weiss could object, Nora and Yang had darted over to the door.

"Hey," The blonde brawler called down the hall. "Hey what's the … okay then, cold shoulder it is." Nora of course brushed off whatever treatment they'd been given.

"Ah don't sweat it. After all he probably just slipped andeeyowoch."

"What?" Pyrrha finally asked as Nora darted outside, then returned with a look somewhere between admiration and sympathy as Yang explained.

"Cardin Winchester just put a three-inch dent in one of the walls. Fist sized, defined knuckles and everything."

"Think he's okay?" Jaune wondered out loud, earning a scoff from Blake as Weiss began flipping through her scroll.

"He's a self-entitled bully. Why should we even care?"

"He's still our classmate," Pyrrha added weakly, a part of her wanting to let Cardin stew on his own pain for once since they had unfortunately met the first-year jerk. "He might not be the most … agreeable sort, but he's still here to become a Huntsman. And as Hunstmen and Huntresses in training, we cannot let another person's pain go unnoti."

"Pyrrha," Weiss interrupted, her teammates only slightly surprised the cold heiress would cut Pyrrha off mid word, but caught completely off guard by the shock painting the young Schnee's face. "I don't think this is a problem Cardin wants our help with." She slowly held out her Scroll as the others gathered round, eyebrows rising and jaws dropping as they read the morning's headlines.

 ** _MURDERED IN POLICE CUSTODY! Disowned Heir Found DEAD in Cell!_**

 **Shrike Winchester, the eldest and famously disinherited son of Luke and Martha Winchester was found dead in his holding cell this morning, after Vale Police brought him and his accomplices in last night for attempted armed robbery.**

"Dear Oum," Jaune gasped, face paling as one hand went to his stomach, the other his mouth. "That was us. Those were the guys we stopped last night."

"So that guy," Ruby gulped. "He was Cardin's brother?"

"Apparently," Blake said somberly, quickly reading the tiny text even from a distance away. "It says Shrike was the oldest of their children, but he got himself in trouble with the police one too many times and his father cut him off." Yang, to her credit, didn't make a pun.

"Dust. I get teaching your kid a lesson, but to let him sink so low he's taking orders from Junior? Cut a guy some slack."

"L-lets get back to training," Ruby stammered, voice shaking as her face tinted green, and Weiss quickly turned off and pocketed her Scroll as Wyatt turned away as well.

"Yeah," he swallowed, pulling at the brim of his hat. "Is there uhh, a place we can start make'n our weapons?"

"The Forges," Weiss supplied quickly. "Not only are they open at all times, but they more than likely have a selection of parts and abandoned projects you can start your weapons from."

"Then that's our plan," Ruby smiled, hugging her partner even as Weiss tried and failed to dodge the red reaping missile. "Does everyone know what they want to build?"

"You know I do!" Grendel cheered, earning a smile and eye roll from the other grimm teens.

"Definitely someth'n lets me use mah fists," Wyatt said, raising his hands before a thought passed over his face. "But with a good bit'o reach too. Ah don't wanna get pinned down by some varmit with a rifle." Blake couldn't help but smile as Yang quietly slipped Ember Celica back onto her wrists. Goodwitch had made an example of Yang's exclusively close quarters fighting style, and the blond brawler's ego was still nursing bruises. Thankfully, Ellen hadn't learned enough about subtle embarrassment to capitalize on it.

"I'll just stick with my sword. Maybe a longer handle or,"

"Nope," Ruby said quickly. "Nope nope nope nope nopitty nope! If you're going to even pretend to be a huntress, you need a weapon awesome enough to belong to one." Weiss nodded at the logic hidden in her partner's enthusiasm.

"We can reforge it of you like," She offered diplomatically as Ellen cradled her pilfered blade like it was made of gold. "And I promise it will be a much more effective and elegant weapon." Truthfully Ellen looked like she was ready to bite anyone that tried to touch her sword, but after a few seconds she relented.

"Fine, just as long as you don't make it into a pointy little twig like Ice Queens sword." Pyrrha fought valiantly to push her laughter at Yang's utterly smug look into a giggle, and lost when Weiss turned as red as her partner's cloak.

"What about you Mao?" Jaune asked through his own nervous laughter as they left the training room for the hallway. "Any ideas?"

"Maybe," He shrugged, hands clasped lazily behind his head as Ren strolled up alongside.

"You're quite good for someone who's never practiced Shaolin before," He smiled, as Nora nodded an agreement. "I've only seen a handful of masters adapt to new stances so quickly."

"I still say you need a hammer," Nora added firmly. "With both me and Ren's skills, you'd be unstoppable!" This of course earned Nora a quiet smile from her partner and teammates, and started a round of joking that lasted until they reached the turn that would take them either back to the dorms, or the forges.

"Well good luck," Jaune smiled, patting Mao on the shoulder. And looking at Ruby. "If you need anything just text us."

"You're not coming?" Grendel asked, his wolf ears quirking along with his furrowed brow when Jaune's smile turned knowing.

"Sorry, but Nora needs our help setting up a little something for tonight."

"And no!" Nora cheered when Ellen turned a glare on the blonde knight. "We can't tell you what it is, or it won't be a surprise." The ex-nevermores expression didn't change until team JNPR was out of sight, and Ruby all but herded them down the hall toward the small stone staircase that marked the forges technical entrance.

Grendel was ecstatic about building the weapon Ruby had thought up for him, until he felt himself sweating through his jacket.

"Forget froges," He groaned, rolling his sleeves up in a desperate attempt to let out the heat rapidly enveloping them. "This place is just one big furnace."

"You're not wrong," Blake said, wiping her brow as their eyes fell on the walls and facilities that were Beacon's forges.

Unlike the rest of Beacons campus, from the gardens to the dorms, the forges location was not obvious. There wasn't one large low building set off to the side, or a great gaping pit vomiting smoke and ash into the air, not anymore at least. Instead Beacons Forges were neatly tucked away out of sight, only accessible via a series of doors and descending staircases in each of the main buildings.

The entrances were easy enough to find, but the issues came once they were underground. The forges were probably as central as one could be on beacons sprawling grounds, so no matter where you entered from getting to the Forge itself meant a long, sweltering walk through what seemed like miles of underground halls and passageways. Electric dust lamps dotted the walls, all glowing with Beacons trademark soft emerald green, but the ancient stonework and bricked up passages they illuminated only added to the air of menace.

"Spooky," Mao said, looking up and down the long stone hallways as Grendel's eyes darted back and forth.

"Yeah," he gulped as Wyatt's head kept turning left right and back as if scanning for enemies in the long dim.

"I thought Beacon was a school. Why's it got someth'n like this undergroun?"

"Well," Weiss deadpanned with just the barest hint of a smirk as Ellen started glancing about nervously. "According to historical records Beacon was originally built as a military fortress, just as all the academies were. As such it contained facilities to both house and train armed forces, as well as dungeons for any prisoners."

"It's a good thing they bricked up most of it," Blake added, tugging slightly at her vest as they passed yet another sealed doorway. "These tunnels probably go under the whole campus. One wrong turn and we wouldn't be found until graduation."

"We're here!" Ruby shouted, voice ringing like bells through the halls as the students turned a final corner, and the simmering heat came to a boil in mid air.

The Forge's main room was massive and appeared to be one long curved hallway, but one look was all it took for Grendel to realize the truth. What looked like another wall of worn red brick was actually the outside of the heat source keeping them sweating through their combat outfits. If the infernal heat wasn't evidence enough, the tangled mass of pipes clustered above their heads told them just why the forges main furnace was so massive.

"Well," Yang shrugged, or attempted too as sweat plastered her hair to her back. "At least we won't be cold when winter rolls around. This thing probably heats the whole campus."

"And part of Vale." The teens spun, trained reflexes and surprise combining as the new voice announcing itself to their left. Out of the forges red dim stepped an old man, his withered body bent and hunched over from age, legs hobbling along with the help of a short carved walking stick. His wrinkled leathery features stretched over gaunt bones beneath a short but thick grey beard, the hair fading from grey to pale white.

"If someone could be bothered to open the old pipes. Forgemaster Alejandro De la Fuego," he smiled, bowing as low as his staff would allow, before again resting his orange gaze upon the eight teens. "At your service." His attire was completely black, as if openly defy the stifling heat. A close fit shirt and thick pants beneath a worn leather apron and heavy gloves suggested he was either born in the furnaces sweltering shadow, or had lived in it for so long he no longer cared.

"A pleasure," Weiss greeted politely as Blake bowed while Yang and Ruby nodded their smiles.

"Not many students visit my forge so early in the year, let alone on the weekend," the old forgemaster observed wryly. "I trust it's nothing serious." Thankfully Weiss caught Ruby before her partner could spout another knee-jerk reaction lie.

"Unfortunately," She sighed dramatically with a wave to the grimm-teens. "Our friends had to make an emergency trip back to their home village after initiation, and it seems there was a mix-up with their baggage on the return flight."

"I see. Well, pick whichever forge you'd like, and feel free to help yourselves to to odds and ends lying near the back." He nodded a quick goodbye to each of them and hobbled off as Ruby bolted for the nearest forge. Once the red reaper was sure everything she needed was in place, she pulled the grimm-teens over to the pile of discarded projects and scrap parts. Grendel immediately gravitated toward the mechanisms and barrel left from a cannibalized elephant gun, while Wyatt managed to dig out a set of gauntlets Yang deemed fit for modifying, and a length of chain that his hands seemed to wander towards. Then came the surprise no one saw coming.

"You?" Yang laughed, not sure whether to gape or make a joke at Weiss's expense. "You can remake Ellen's sword?"

"You sound surprised Xiao Long,' Weiss sneered, tieing the laces of a thick leather apron tight as her smirk grew, then vanished when Yang's smile returned.

"Well yeah. I mean is that safe? Won't you melt if you stand by the fire too long?"

"Har har. I'll have you know I am more than capable of forging a blade. I crafted Myrtenaster myself." Once again, Weiss realized her mistake the split second after it left her mouth, but dread turned to confusion when Ruby's big silver eyes didn't look at her with any sort of awe. Though she was slightly insulted by the surprised look from Blake.

"Really? I would've thought your father had it made for you." As usual the black huntress in trainings flat tone made it impossible to tell genuine surprise from sarcasm.

"It was one of his conditions," the heiress explained sourly, watching from the corner of her scarred eye as Ellen sifted through pieces of scrap metal for some reason. "When I told him I wanted to become a Huntress he was … less than enthusiastic. He said if I intended to attend any academy besides Atlas, I would do it by my own means." Weiss couldn't be sure, but it almost looked like a smile that ghosted over her black haired teammates face, before Yang's arm nearly crushed her shoulder blades.

"Good for you Weissy!"

"Unhand me you brute!"

"Is that normal?" Grendel asked as Ruby inspected the rifle parts the wolf faunus had managed to come up with.

"It's starting to be," she shrugged, tossing aside a cracked barrel and picking up a slightly rusted collapsible stock, only to throw it away as well. "This might not be as easy as I thought. Half of these parts are rusted through." Grendel bit his tongue, looking over the already picked through piles and shelves before something shiny near the top caught his red-gold eyes

"How about this?" He reached up to grasp the cylinder sticking over the side. He thought it was a simple tube Ruby could make into a gun barrel, only to find the "tube" was much longer and heavier than it looked. It wasn't until the young wolf had muscled it down that they saw the rest of it, and Ruby's eyes nearly bugged out of her head.

"That's an Orange Zero! Vacuo only made like fifty of these during the Great War!"

"So it's rare?" Grendel asked hefting the rifle over one shoulder, rather easily Ruby noticed. It's sheer size made no bones about its firepower, the receiver and action easily as long as his arm, but its pistol grip seemed to offer it up as a handheld weapon. It needed a stock and a little modifying to allow for a melee form, but Ruby could already see the design come to life as she framed the young faunus with her hands. Before long each student picked out a separate forge to work at, each one equipped with tables, tools, and all the supplies needed to take a weapon from draft to done if need be.

As Wyatt seemed fixated on a pair of gauntlets, Yang volunteered to help him, offering up Ember Celica's design as a base. Blake was more than content to watch Mao and offer the occasional advice or question as the rotund boy struggled to decide on a weapon, and while Ruby and Grendel immediately set to work, Weiss found herself at an impasse with a certain ex-nevermore.

" _Two_?" She asked incredulously, her left hand twitching and grasping at the hilt she couldn't grasp. "You want _two_ blades?" Ellen could only groan, looking anywhere but down at the heiress reprimanding glare.

"I know, I know: tall order but …" Ellen hesitated, biting her lip and looking up and down the forge to see if any of the others could hear from their stations. "I want something simple okay? Yeah the transforming weapons thing is cool, but what's the point of making something so complicated it needs a manual?"

"That we can agree on," Weiss said, adding a small smile to her words as she offered up a long piece of drafting paper and a pencil. "Any ideas? A specific shape or color? Ruby will likely throw a tantrum if you don't put some manner of flair into the design."

"Definitely red," she said looking at her gloves, just a shade darker than her suspenders. Weiss blushed and quickly looked away as Ellen tugged at one for a color comparison. "Something between these two maybe? As for a shape …." She trailed off again, looking around the forge and back across the room toward the discards for inspiration. "I want something … _menacing._ Something intimidating. Something I can just hold up and people will know don't mess with m,"

CLANG!

The sudden sound of falling metal echoed alone for but a moment before a cry of agony rang out, followed by a fast becoming familiar laugh. Weiss groaned and shook her head, silently promising to reprimand Yang later for finding humor in their charges pain. Ellen however, was not quiet.

"Actually, scratch that. Make me something that will scare the blonde off of Shot-gauntlets."

"Easier said than done," Weiss sighed, folding her arms and glaring at the still blank draft paper. "So far I have yet to see anything Yang is truly afraid of. The only things that even remotely get under her skin are someone threatening Ruby or messing with her precious ha …." Ellen looked up when Weiss stopped talking, only to watch the heiress expression shift from shock, to thoughtful, then up into a twisted demented smile.


	9. Chapter 8

**Okay, so when I first started writing this story it was right before Volume 4 premiered. Now Volume 4 has gone, and if I had to sum it up in one word?**

 **Meh. Just … meh.**

 **Like a lot of fans, I fell in love with Volume 1. The characters, their designs, the fight sequences, by the time Yang said "It's a long story," I was hooked. And while I might not necessarily agree with the direction RT took Volume 3 in after Monty's unfortunate passing, it was still exciting. The story was good, and they held to the tone of the ORIGINAL Brothers Grimm fairytales that inspired so much of RWBY. It was everything I love about good character dramas, and exactly what makes for fantastic anime in my opinion.**

 **But V4 was just …. Meh. Maybe Volume 3 spoiled me in how fast the plot moved along but everything about V4 was underwhelming in my opinion. I won't knit-pick over every little thing I think they did wrong, like the time-skip or the way they depicted the characters grief/recovery. My biggest complaint is that it ... didn't feel like RWBY. The first volumes had an energy to them, something in the pacing and animation that made the show just come alive for me. And whatever it was, Volume 4 just didn't have it.**

 **To that end I've had a revelation. There's already plenty of stories here and on other fanfiction sites where a few new characters' bumble alongside the main cast throughout the shows events, and by plenty, I mean a F*K TON! Truth be told a lot of them are great to read, but I don't want this story to be just another drop in the bandwagons bucket.**

 **You'll noticed I've written in my own OC-Evil. Originally my plan for it was a new lackey/servant of Salem that would work alongside Cinder and her group. No major plot changes on this route, mainly just my own added characters experiencing and creating drama throughout the still mostly canon-compliant events shown in V1-V3. But after re-watching Volume 3 and finishing 4, the canon has left a bad taste in my mouth that I really can't explain. So, buckle up kiddies, Cause Uncle Zek is throwing Canon out the forty-fifth story window!**

 **Okay I should explain. I'll mainly be changing the events to fit the grimm-teens interactions/presence in Vale and Beacon, along with a few small elements of some of the lore and some character's backstories, and some MAJOR elements of a few specific characters' backstories. WARNING: Plot twists will be involved.**

 **One last thing. To anyone thinking of or planning to write a time-skip into one of your stories, watch Young Justice and take PLENTY of notes. THAT is how you do a time-skip right people!**

* * *

Hei "Junior," Xiong had only spent two years in Beacon Academy, but he still prided himself on being trained to kill a Grimm with his bare hands if necessary. He had eyes almost everywhere, ears everywhere else, and between his limitless information and the Malachite twins, Junior knew he only had two people left to fear in Vale. One was currently enjoying her weekend break, the other was glaring at him from across his desk.

"Every opportunity," The man said as calm and placid as a warm snake, his wrinkled greying features casting deep shadows across his face in the waning afternoon light, his large overweight frame sitting like a mountain before the massive window at his back. "I give you every opportunity, every chance, every resource to build on our legacy. And how do you contribute?"

His carefully folded hands flew apart, thick meaty fists slamming down like cannon shots, and it was only his limited training that kept Junior from flinching at the sound of two thousand Lien of desk splintering like plywood.

"By getting our most valuable asset killed!" Junior knew this was coming from the moment Miltia stumbled in holding a copy of the _Crier_ , and he wasn't quite old enough to have forgotten what it felt like to be taken over one knee. That didn't mean he had to take his father's tirade lying down though.

"Do you think I planned this?!" he snarled, trying to sound as angry as his old man looked, but even in his twilight, few could match Bai Xiong's fury. "I know what Shrike could have done for us, the billions in Lien he would've."

"Would **have**!," His father roared, finally standing and casting Junior back into his figurative and literal shadow. "All we had to do was WAIT! Wait until the rest of his family dropped dead and the courts defaulted the estate to Shrike! But YOU! Decided your own image was more important! Now look what's happened!"

"I will," Junior snarled, pulling his cuffs back straight as his father's shoulders lost a bare hint of their edge. "Melanie and Miltia are already combing the store you sent them too. Whatever killed Shrike and his little sidekicks, I'm willing to bet my bar it came from there."

"See to it then." Bai Xiong growled, watching his son leave with the same snarling determination the Xiong family was known for. The remaining tension in his shoulders slacked away as the old man sagged into his chair. He felt the early morning exhaustion take over his limbs, and before he knew it a thick cigar was smoking between his teeth as his mind continued to brew. Bai Xiong knew his best years were behind him, and that his last son was nowhere near ready to run an operation larger than the information racket he managed from his nightclub.

 _Of all the low level muscle, why did Shrike have to volunteer?_ Bai Xiong liked to think he was good at playing the long game, case in point being his willingness to keep a screeching, whiny brat like Shrike Winchester close. With his parents in the grave and a little brother on his way to suicide by Grimm, Shrike was the courts only option for passing the Winchester estate and fortune too. But his musing was interrupted by a ring on his desk phone.

"Oh by the Gods," He grumbled, pulling his cigar from its perch and thumbing the speaker key. "What?" Not even his secretary's crisp Mistrali accent could dull his foul mood.

"There's a call for you on your personal line Sir."

"Did they give a name?"

"No Sir. Only that he was calling to discuss a private matter. Something about a Black Urn." If he hadn't removed it Bai Xiong's Cigar would have fallen right out of his mouth.

"Transfer it in," he said flatly, turning off the console and retrieving his personal scroll from deep inside his desk. A moment to collect his breath, take another drag from his cigar, and Bai Xiong pressed the device to his ear. "To who am I speaking?"

"Do you know how many people actually use a phone book?" The voice was undoubtedly male, probably late twenties, early thirties, and it had the same oily consistency expected from a con-man. Bai Xiong's patience went right out the window.

"If this is some sort of joke you had best get to the punchline before I do."

"Now now Mr. Xiong is that anyway for someone of your stature to talk? I know I've been gone a long time, but I did expect a warmer reception than this. But then again, your ancestor was an unusually agreeable sort." It was all he could do to keep the Scroll from falling from his grasp.

"Who are you?" He asked numbly, only to hear the smile over the scrolls speaker.

"You know who I am Bai Xiong, Son of Jin, Progeny of Zhao. Just as you know the promises I made your family that will soon bear fruit." His eyes went wide and his throat ran dry.

"Milord, forgive me. I had no idea you-"

"How long Lord Xiong?" The man rumbled, all patience and coy etiquette gone in the wind, replaced with a cold murderous calm. "How long have I been gone, that my servants would stoop to thievery? I remember endless cities shining in the moonlight. Instead I awake to find the moon broken like a piece of sandstone, my dominion in ruins, and the blood of my most trusted advisor scratching a living as a paltry crime-lord." You didn't become the big-boss without kissing a few boots, and Ba Xiong still knew how to play the part of pleading underling.

"Much has changed Milord. Little remains of the old ways, and less still of the people you remember. If I might be so bold … what is the last thing you recall?"

"The sting of betrayal," He hissed, before the gravel like rumbling calm returned. "How many of the other bloodlines survive?"

"None Milord. My family is the last. Hardly anyone even remembers your legend today."

"So I'm not even a _dim_ memory. Good. Even in a new age's light, the shadows remain our ally."

"They are not empty Milord," Ba Xiong said carefully, turning to look out his offices massive window-wall across the distant skyline of Vale, the midday sky turning grey and angry with an oncoming storm. "There is another faction moving within the city. They're gathering Dust and organizing quickly. Whatever their goals, their plan is deliberate and quiet."

"Then we should arrange a meeting with all haste. It's time I sent a message to the world. After all, what reason could anyone have not to announce the return of a King?"

* * *

Jaune knew he had several factors working against him when he found out he'd made his way into Beacon Academy, never mind his forged transcripts. For one he was very easily motion sick, which wasn't at all helped by his fear of heights. Why he volunteered to help hang the decorations he would never know.

"Liiiittle to the left." Jaune gulped as he made the tiny correction, pulling the banners end slightly further as the ladder wobbled under him. After agreeing on their plan late last night, Nora had the brilliant idea for a surprise birthday/becoming human party for the grimm-teens. Nora of course quickly volunteered Ren for catering, leaving Jaune and Pyrrha to decorate their new neighbors room.

"Here?" he asked, trying his absolute hardest not to put his unsteady footing together with just how far he had to fall. But it was all worth it when he saw Pyrrha's emerald eyes smile.

"Perfect," she said, levitating a pair of tacks up to secure the banner to the wall. With **WELCOME TO BEACON** firmly secured across the back wall, Jaune crawled down from the ladder to check off the rest of their work. A small pile of gifts had been placed beneath the banner, last minute presents teams JNPR and RWBY had managed to scrape together, while streamers of various colors hung from the ceiling. Nora had suggested focusing on black, white and red for the decor, but Ren had quickly talked her out of it.

 _'We're trying to make them feel welcome and comfortable. The last thing we need is to remind them of what they used to be.'_

"That's it then," Jaune smiled, leaning back on the table Nora had set out for the food and drinks she and Ren were sure to bring soon. "All that's left now is the food, then wait until the others get back." Pyrrha smiled and nodded, taking a seat opposite her partner on one of the grimm-teens beds, where she spied two of the uniforms Ozpin had included with the room.

"It's a bit strange don't you think?" she said holding one up, the long pants marking it as Wyatts. "Why would Professor Ozpin give them all uniforms?"

"Well," Jaune laughed nervously, blushing quickly. "From what we saw when we met them, I don't think clothes were something they woke up with." Pyrrha's face immediately went as red as her hair, unable to stop her brain from conjuring the image of the four grimm-teens waking up in the Emerald forest completely nude. She shook her head to clear the mental images, only to blush that much harder when she heard Jaunes laugh.

"Sorry, I didn't mean to scar you or anything."

"It's fine," she said, turning slightly and preparing to stay that way until the blood left her cheeks. But instead of an awkward silence, Knight and Spartan jumped when a certain Blonde brawler came barreling through the door, slamming it hard behind her. The strangest part however, was not how fast Yang had moved, but the absolute terror in her lilac eyes.

"Yang?" Jaune started, easing toward the other blonde as she jumped where she stood.

"Oh, uh. hi guys,' she smiled nervously, her eyes little more than pin-pricks. "Hehe, love what you did with the place. Great banner, nice colors."

"Yang." The brawler looked up as Pyrrha inched toward her and the door. "What's going on?"

" **Oh Xiao Looo-Oooonnng!** " All three students froze when Ellen's sing song voice rang down the hall, sounding as inviting and sweet as a horror movie slasher. " **Come out, come out, wherever you are!** "

"Hide!" Yang shrieked, diving behind one of the beds. "That chick is crazy!"

"What happened?" Jaune asked, only for Ellen's much closer voice to call again.

" **Come on Yang, I just want a spar. Test Weiss's work you know? See if it, _makes the cut?_** "

Pyrrha wasn't sure whether to be impressed or anxious as a set of footsteps drew closer. Jaune slowly stood, his hand grasping for the sword that wasn't there, and when the footsteps stopped, Pyrrha suddenly missed her own weapons very much.

" **I know you're in there Yang! I can smell your fear**!" The declaration finally switched the brawler back to her default, and Jaune snapped into damage control mode as Yang's eyes went red.

"You open that door and it'll be the last thing you do!" Thankfully, or stupidly, the blonde knight managed to plant himself between the door and Yang's rapidly unfolding weapons.

"Hey easy! Everyone just calm down! What's going on?"

"That psycho vulture tried to cut my hair!"

" **I needed to test the edge and you volunteered! Now open up!** "

"TRY IT FEATHERBRAIN!"

"Will you two stop it! Oum, you're almost as bad as my sisters! Ellen, apologize for trying to cut Yang's hair."

" **But she promised!** " Instead of screaming back again Jaune simply folded his arms and stared at the door, waiting until the ex-nevermore sighed beyond the wall. " **Fine. I'm sorry for trying to trim the nest you're growing out of your scalp.** "

"It's a start," Jaune sighed, then turned to a very surprised Yang.

"How did you?"

"Seven sisters," he shrugged. "You tend to play peace maker a lot when the majority of your family prefers biting arms and hair pulling to words. Now," and just like that, the glare he'd thrown at Ellen was back, and directed squarely at his fellow blonde. "Yang, apologize to Ellen."

"WHAT!? Why?!"

"For backing out of the promise you made her," he said firmly, and adopted the same stance he'd used a moment ago. By the time she finally caved and apologized, the rest of RWBY and the grimm-teens had arrived, just enough ahead of Nora and Ren to thoroughly ruin the surprise.

"What's a party?" Grendel asked, looking up at the streamers now hanging from their rooms ceiling like so many vines. Ruby couldn't help but giggle at his innocent fascination, even as a storms distant thunder rumbled just outside.

"A celebration, duh. It's what you do when something special happens. Like a birthday."

"Or in our case," Mao smiled said staring at the banner made for them. "Re-birth." Wyatt nodded, taking a pancake from the pile Ren had set out as snacks. It was hard to miss the new metallic jingle that followed the pale giant's movements, and it was all the incentive Nora needed to start the show and tell.

"Well go on!" she smiled, sitting crisscross beside Mao on the large boy's bed. "Show us what you made!" Mao shrunk back, scooting further from the mattress edge before Wyatt mercifully took the spotlight.

"Well," he started, rolling up his dusters sleeves past his elbows. "Yang managed ta throw these things together fer me." Wyatt now sported what appeared to be a bulked-up version of Yang's Ember Celica, the metal shining a much duller metallic gold than the originals bright yellow. A flex if his wrist started the weapons expanding from cuffs into a pair of katar gauntlets that almost reached his elbows. The shifting revealed chains wrapped around the body of both weapons, while over his hands two sets of wide double edged blades clicked into place.

Yang looked positively smug when she saw Ruby almost complain about the apparently simple design and the blades odd curved shape, before they split down the middle, the flex of Wyatt's palms triggering them to open and close like a set of …

"Claws!" The red reaper squealed, bolting up for a closer look. "You recreated your claws! That's brilliant!"

"Thanks. Figured I might as well stick ta someth'n I already know how ta use right?"

"That's a very good point," Weiss nodded, smirking a little as she turned to Ellen. "Why don't you go next?"

"But of course," the ex-nevermore smiled, standing and finally pulling out the weapons that had been peeking over her shoulders. Suddenly everything about she and Yang's argument made sense, when Ellen proudly presented a colossal, super-sized, made for a giant arts and crafts student, pair of bright candy apple red scissors. The blades were easily as tall as the feather haired girl's shoulders, though the grips were asymmetrical with one being shorter and more rounded. Ellen was quick to demonstrate the seemingly simple weapons functions, opening them wide until the hilts locked together to create a double bladed staff, then separating them at the joint, turning the scissors into two swords. By the time she began to show off, Pyrrha couldn't resist.

"May I?" she asked, holding out a hand, which after some hesitation Ellen placed the larger of her new weapons in. The Sanctum Champion began examining the blade, looking down its edge and testing its weight, before giving it a practiced twirl. "The balance is nearly perfect."

"Thank you," Weiss smiled, sitting straight and tall and beaming with pride, not only at Pyrrha's complement, but the sheer joy written all over Ellen's face. But both heiress and ex-nevermores expressions fell when Pyrrha's face turned up at the sword in her hand. "What is it?"

"I'm not sure," the champion of Sanctum half whispered, turning the sword over in her hands, adjusting her grip only to shake her head. "I can tell the blade is well made but … It feels wrong somehow."

"Maybe because Weiss made it for my hands and not yours?" Ellen supplied, holding the shorter of her two swords close as Pyrrhas confusion spread across the room.

"No, the grip is excellent. I can't really describe it but holding it just feels wrong. Like it's not meant for me." She handed the sword back to Ellen, shaking her hands and glad to be rid of the odd feeling as Ruby looked on.

"Weird."

"My turn!" Grendel cheered, pulling out a slab of folded compressed blue metal that sent everyone backing up. They knew Ruby had helped design the young wolf's weapon, and if Crescent Rose was any example, Ruby was not one for subtlety.

The weapons barrel and body expanded first, lengthening and separating until it was as long as Grendel was tall. The main action was a massive single piece, with a pistol grip behind a heavy grip guard, below a crank handle that worked the bolt, which was fed by a huge overhead magazine. The stock, if it could be called that, was simply a molded shoulder rest at the rifles back end. The barrel was classic Vacuan, just as long as the action with a perforated air-cooled jacket that had been polished to an almost chrome finish that contrasted wonderfully against the weapons blue on black paint scheme. The only mystery was the still compressed mechanism nestled beneath the barrel, but it didn't take a wild guess to figure out what it was.

"And for my next trick!" Grendel gripped the weapon by the meager stock, pulling only once before revealing an extendable shaft and grip, as the assembly at the weapons front unfolded, bladed edges and frames clicking into place until the massive cannon sported an equally massive crescent moon axe blade. Thankfully Grendel didn't embed his weapons blade in the ground as was Ruby's habit, but nothing could surpass the absolute glee in Grendel's smile as the polished edge flashed white from the lightning outside.

"Niiiiiice," Yang grinned. "What's it called?" The young wolf's smile only grew.

"Longclaw," He said proudly, hefting the weapon up over his shoulders as Wyatt clicked his new claws together.

"Din't know we were supposed ta name em. Any ideas?"

"Names later!" Nora shouted, looking eagerly at Mao. "Show us what you made! Is it a hammer? Please, oh please let it be a hammer!" Mao quickly looked anywhere but the pink bombers eyes.

"Um, actually Nora I … I don't have a weapon. I couldn't decide." Team RWBY looked between one another nervously: They had all gone over to Mao and Blake's station during the forgings, tried to help the round teen narrow down a weapon to create, but what they had witnessed earlier hadn't offered much to suggest a particular choice. That didn't mean Ruby had to let him dwell on it though.

"Hey no sweat," she smiled at the auburn haired ex-ursa. "We can always start fresh tomorrow, right? Besides tonight's about fun!"

"Right!" Nora cheered, already reaching and grabbing Mao by the arm. "Come on! We have a whole mini-movie theater set up in our room. We can eat popcorn, marathon Clash of Planets, Oooh you're gonna love it! It's gonna be-!"

But when Nora made it to the door, she threw it open not to reveal an empty hallway, but the stout, mustachioed, just a head or so taller than her, visage of Professor Port.

"Awesome?" Mao swallowed, eyeing the grimm-studies professor and the blunderbuss axe still gripping in his hand. Nora nodded quietly, and plastered on her best I-didn't-do-it smile.

"Uh-hehe, Hi professor. What brings you here?" The mustache never so much as twitched, only his head moved, shifting the hunstman's gaze from Nora, to Mao.

"Mr. Da Xiong, correct?" The rotund teen nodded numbly, palms sweating like fountains as fingers drummed across the blunderbuss-axe. "Ah, good. I was wondering if you could help me solve a few … _issues_ I seem to have stumbled across." Mao looked like he was ready to dissolve into a puddle, when Grendel stepped forward between the ex-ursa and professor.

"Like what Sir?' he asked, red-gold eyes doing their best not to waver as his wolf ears threatened to flatten back against his head. Weiss would later swear she saw Port smile when Wyatt and Ellen joined their fellow grimm-teens in front of the professor.

"Nothing too serious," He smiled at last, only for it to become a smirk. "Just a message from the cafeteria staff. They would like to make it clear to Mr. Mao here that while they appreciate the obvious praise their cooking received this morning, he no longer needs to eat like an Ursa."

If they hadn't been so pale to begin with, it may have been funny to see the blood drain from the grimm teens faces.

"And no," Port laughed. "I did not discover that little fact by some drastic instinctual insight, and to my knowledge, your secret remains just that." Grendel nearly collapsed from relief, while Mao did faint, falling flat on his back and Ellen's foot, sending the feather-haired girl hopping and cursing across the room. Wyatt was the only one who kept his sense long enough to ask the obvious question.

"But, how did you?"

"Learn the truth?" Port asked as one corner of his mustache tipped above the other. "Well, let's just say a little serpent told me."

It wasn't until the professor looked back over his shoulder that the grimm-teens and students noticed that he was not alone in the doorway. Standing on either side of the frame and barely reaching his waist were two heads of long, silky black hair, ones that with a bit of coaxing, revealed two small girls attached at the roots. Neither looked a day over ten years old, and they were obviously twins, completely identical save for the contrasting streaks of Orange and Indigo decorating their left side bangs. Besides that, they were impossible to tell apart, from their tear-drop faces and pale skin, to their slightly pointed noses and wide bright red eyes flecked with gold.

"Congratulations Mr. Lie," Port laughed as the green clad student froze in place. "I do believe you are the first man to ever kill a _Queen_ Taijitu. Go on then," He smiled as he stepped back behind the twins. "I think there's a few someone's you should meet."

The two girls looked at each other, then slowly walked into the room, shoulders tightening and lips quivering as they felt thirteen sets of eyes focus on them like spotlights. Their clothing matched their hair streaks, a purple T-shirt and dark sweat pants for one, a black shirt and shorts with blazing orange trim for the other. The indigo twin looked like she was ready to sink into the floor, and her orange sister was only a smidge braver.

"Uhh … Hi?"

"Hello," Ren swallowed, the weirdness tolerance Nora had helped him build up stressed nearly to the max. Thankfully, like always his partner and best friend was there to help in the vocal department.

"They look just like you," Nora gasped, eyes following the same path as every other teenager in the room as they compared Ren to the tiny twins. "I mean, except for being girls and a lot younger. Actually, they almost look like they could be your little sisters."

"We're right here," The orange twin glared, suddenly looking more like Weiss than Ren, her sister still silent and hiding behind her flowing mane of hair. That was when Ren noticed the way the indigo haired girl shook just a little more every time a thunderclap echoed from outside. Within two steps he was in front of the twins, and knelt down to be at eye level with the shaking girl.

"Hey," He said softly, a pair of red-gold eyes flitting up to meet his through her curtain of hair. "Are you okay?"

It was at that moment the storm that had been threatening outside truly arrived, and a massive thunderclap tore through the air, loud enough to rattle the windows and shake anything not tied down. By the time the sound died, Blake's bow was quickly folding up from its flattened position and Grendel was uncovering his ears, while a tiny indigo haired girl was crying into a certain green ninja's arms.

"Well," Yang started weakly. "That's a thing." Ren could only hug the small girl back, her tiny hands refusing to let go of his shirt as she shook and whimpered against him.

"Yeah," the orange twin sighed. "Wan's a little … clingy."

"Wan?" Nora asked, looking between the twins and the most likely suspect for the name. Professor Port's smile remained as steady as ever.

"Well I couldn't very well keep calling them both _girl_ now could I?"

"I'm Tian by the way," The orange twin said, trying to smile but just managing an awkward grin, before her thin eyebrows screwed up in confusion as she sniffed the air. Her nose quickly wandered toward the grimm-teens, specifically Grendel. "You smell funny."

"Um, okay?" The ex-beowolf said, tilting his head at the small girl as Blake quickly silenced her partner.

"Make a wet dog joke and I swear Yang." The brawler just glared at the black huntress.

"Buzz-kill."

"Well," Grendel started nervously, looking at his fellow Grimm-teens as they took in the two new ex-grimm. "Welcome to the club I guess."

"Are you sure?" Ellen asked, glancing between the now empty doorway and the indigo twin still clinging tight to Ren even as he gingerly moved her toward one of the beds. "That one seems a little … wimpy for a grimm."

"Former Grimm," Ren said quickly, setting Wan down on the edge of the bed where she at last released his shirt. "Wan? Tian?" The indigo girl looked up, finally meeting his eyes for more than two seconds as her twin joined her sitting on the bed. "I know this must all seem very strange and scary, but I want you to know two things. What happened in the forest-" No one missed how Wan tensed up, her sister's posture going equally rigid before a gentle hand clasped each of their shoulders.

"Was the last time," Ren promised, his eyes showing nothing but resolve. "Anyone will ever hurt you. And if you would like to share something with me?"

"Share what?" Wan asked, speaking for the first time and startling the students with how light and angelic her voice sounded. Only two words and Weiss could tell she had an excellent signing voice, and Nora couldn't help but giggle as Ren put on a warm coy smile.

"It's nothing much, but it would mean instead of just Wan and Tian, you would be Wan Ren, and Tian Ren." The twins already big eyes tripled in size.

"But, isn't that your?"

"And I would be honored," He smiled wrapping both girls in a hug. "If you'd share it with me."

"Plus it'll make explain'n why ya'll look alike a lot easier," Wyatt noted, trying to joke even as a true smile found his face at the sight of Ren comforting the ex-grimm twins, who eagerly returned the embrace.

"Well," Nora smiled. "On things for sure. We are DEFINITLEY gonna need more popcorn!"


	10. Chapter 9

" **No … I ... am your father**."

"Oh come on!" Ellen shrieked at the improvised movie screen of a scroll projection on a wall hung bedsheet as a smile of pure victory appeared on Mao's face.

"YES! Called it! Pay-up Elly!" He held out his hand, only to duck under the two candy-bars thrown at his head, their former owner grumbling and sulking about fat-bears.

Yang took the whole scene in with an unusual, at least for her, quiet smile. As much as she wanted to join Mao in ribbing Ellen, any movement on her part would start a chain reaction. Halfway through the first of the Clash of Planets trilogy, Blake had dozed off, her book now held loosely in a limp hand over her chest while her head had lolled onto her partner's shoulder. Yang's other shoulder was unoccupied, but Wyatt had also lost his battle with the hour, and the pale giant was sitting with his hat down over his eyes, snoring softly, and just close enough to make any movement on Yang's part impossible.

Off to one side however, another even more adorable scene was unfolding. Instead of cheering her new friend on through the movies action sequences and fight scenes, Nora had elected to join Ren and the new grimm-twins on one of JNPR's rearranged beds. Ren was still holding a quickly dozing off Wan in his lap, while Nora let Tian snuggle into both her and her partner where she sat nestled between them, the twin's voluminous hair spilling over both teens and the sheets around them like waterfalls.

Ren had pulled the little ones off to the side to watch their own movie, one about a cursed princess and her daring band of misfit rescuers that Ruby had recommended as a childhood favorite, but even that had become more background noise than anything. They quickly discovered a key difference between the twins, that being Wan was extremely, almost alarmingly nearsighted. Even with the screen inches from her nose the tiny girl could only barely make out the images.

Truthfully, the scene in JNPR's dorm was sweet enough to give anyone a cavity, even if their original plan for a movie night was only really being enjoyed by Ruby, Grendel, and Weiss. One was already on his third bowl of popcorn, and unless Yang had lost count, Ruby was probably halfway through a cookie supply she had meant to last another two weeks. Though to be fair the damage was not done by her alone, as the faint but very much there chocolate stains on Weiss's lips could attest. Jaune might have enjoyed the movie, were it not for Pyrrha whispering in his ear every five minutes with another question about the plot and setting. Yang began to wonder what sort of life the Nikos family must have given their daughter that would deny her the simple pleasures of good film, but if Jaune actually minded his partners lost at sea curiosity he didn't show it.

As the final scene came to a close with the shell-shocked protagonist recovering as he watched new allies depart on a rescue mission into the unknown, Ruby's hand was already reaching for the controls that would start the trilogy's final installment. But as the credits rolled she noticed not only the hour, but the eyes that had already closed.

"I guess it is kinda late," She admitted, standing up and stretching as a torrent of forgotten kernels and crumbs fell from her cloak. "Finish it next time?"

"Sure," Grendel yawned, smacking his lips as a domino effect started across the crowded room. Weiss quickly shushed both her partner and the young wolf, pointing to where Yang was gingerly lifting Blake from her seat.

"I'll take care of Blakey. Think you can fix the twins up somewhere to sleep?"

"We have some spare sheets," Jaune offered as Pyrrha trudged toward the bathroom. "If you guys can find some rope, we could make some hammocks." Ruby immediately darted out to grab the leftover coils from setting up her own team's bunkbeds, leaving Yang and Weiss to carefully move their softly snoring teammate out the door. By the time Ruby returned, Jaune had the blankets ready, and Ren and Nora had moved the twin's heads to the pillow of Ren's bed. Before long everyone was saying their good-nights and closing doors, the grimm-teens and team RWBY dragging themselves to their own rooms, while team JNPR finished sorting out their sleeping arrangements.

It was only after he heard the tell-tale rumble of Nora's snoring that Ren climbed out of his makeshift hammock and walked back over to his occupied bed. Tian was asleep, if the whistle-like wheezing coming from the orange twin was any sign, but her sister was another story.

"Wan?" She didn't move at first, but just before Ren whispered her name again, the mass of silky black moved in the almost nonexistent light, and the slightest shine of light from her red-gold eyes. "Can't sleep?" the subtle side to side of her head in the dark gave him an answer.

He smiled, reaching up to place a gentle hand on her arm and let his semblance activate, only to wince at the sudden onslaught of emotion. It was a side effect he made sure to never tell Nora about, but masking others emotions meant Lie Ren felt everything those he was shielding did. The young huntsman felt a chill run down his spine when he realized the sheer magnitude of Wan's fear and anxiety, a kind of terror he only remembered feeling once before, on the night he and his best friend lost everything.

"It's okay," he whispered, rubbing the indigo haired girls arm in gentle circles as she crawled toward the edge of the bed. "You're safe here Wan. Nothing's going to hurt you."

"… But what if I wake up?" Her voice was so naturally soft he almost didn't hear her question, but he did feel the uncertainty boiling and twisting inside of her. "What if … What if this is just a dream? And when I wake up I'm …"

"You won't," Ren said firmly, brushing one of Wans plentiful bangs from her eyes and looking right into her red-gold orbs. "I promise." He started to pull away, but Wan's eyes and arms remained firmly locked, and Ren settled in to soothe the girl to sleep, the rays of broken moonlight paining her pale face a creamy white.

* * *

To others though, merely the sight of the moon's light was agony. Like a knife carved from salt, it stung and infuriated him to the point his blood would be boiling if such a thing still flowed through him.

"How the mighty have fallen," he mused, only to instantly regret it when his already harsh voice descended into hacking coughs. Making that call had been a mistake, evidenced by the strain it put on the body he was only beginning to form. How long had he been imprisoned that three men in their prime could not rejuvenate him?

"I need flesh," He growled in frustration, his semi-solid form oozing toward and into the sewers. The tunnels were everything he hated about the memories of his former prison. Darker than the void, colder than the northern wastes, but the one piece of solace they did offer to set them apart from his idea of living hell, was the noise. Water dripping, flowing from culverts and drains, filling the tunnels with a quiet, eerie symphony.

He silently counted his fortunes that it had taken so long for the urn to break. In another age, it likely would have been hidden in a temple, and freedom then would have meant becoming weak prey for the grimm infesting the land.

' _But how long_?' he asked himself yet again. The world he remembered had nothing in common with this new one save the obvious pest problem. Even the people looked different, and not a speck of the culture he once knew was anywhere to be found.

Noise filled his senses, rising over the calm murky babble of the sewer water. A half-grown nose told him a colony of rats was moving nearby, likely in search of a more permanent nest.

' _That will do_ ,' he thought, moving himself through the tunnels until he lay across their path. The first rodents tried to avoid the alien texture of his still solidifying form, only to be pushed by the mass of kin crowding behind them. Those that didn't fall in were enveloped by surging black as he engulfed the pests, their feeble bones and muscle adding much needed bulk to his new body.

As his torso gained the final touches of definition, and his toes separated from one another, he noticed a survivor. It was a female, probably an older brood mother, whose paw had stuck in a crack just a few feet away. Testing his new legs, he walked over to the trapped rat and knelt down, his fingernails solidifying into rounded tips as he carefully plucked her from the floor.

"You're a lucky one," He said, turning the small animal over in his hand as she tried to crawl over and out of his grasp even as his thumb ran over her head and ears. "Or perhaps, your fate is not as dull as the others?" He held her up, the rat squealing and squeaking as its beady eyes were forced to look into her captors own as a foreign energy forced itself into her.

"It seems then you're to be my herald. The first at least. A fitting fate," He sighed, gazing at the tunnels around him, still filled with the calm of running water, now echoing back his first words in centuries, as the rodent in his grasp continued to squirm and shriek in agony. "I in my prison, you in here, we are both forgotten by the masses above. It seems only justice then that we remind them together, of what happens when you forget."

He dropped the rat, letting her flee down the tunnel even if she wouldn't get far. By morning everything would be ready. All that was left for him to do was wait. And after so long, that was one thing he most certainly knew how to do.

"Though some clothes may be in order first," He realized, turning toward a ladder and the surface above.

* * *

The next morning everyone agreed that beyond Wans glasses, the twins needed their own sets of clothes, meaning an early morning trip into Vale, at least for one team. It turned out the nearly identical sisters, despite once being different ends of the same serpentine grimm, were as different as night and day. Both girls were eager to learn, but Tian's curiosity was much louder, while Wan seemed to content to at least try to figure a problem out herself first. This however involved many, many questions.

"But why?" she asked for what felt like the millionth, but really only fifth time, riding on Ren's shoulders as Team JNPR made their way toward a small discount store Jaune knew. "If they knew she was cursed, why didn't they find the cure, then save her?" Nora shrugged, still struggling not to lose it giggling every time she looked at Wans new glasses. The doctor Ren had found was kind enough to help, but unfortunately the lenses Wan needed were so thick the only frames that would fit them were big black horn rims that made her already large eyes look positively huge.

"Simple. One they all assumed the curse part was referring to the tower, and two the writers needed the journey to build up the romance between the Princess and the Ranger, otherwise it wouldn't make sense when they fall in love."

"I still think she should marry the knight," Tian insisted from her spot walking between Pyrrha and Jaune. "Knights are cool." Jaune tried to hide his blush when the young orange girls answer earned a round of giggling from Nora and Pyrrha.

"Hehe, thanks. But I'd finish the movie if I were you."

"Why?" Wan asked yet again, but before Jaune could explain, Nora popped up between them like a spring.

"SPOILERS!"

"Aww," Tian whined, settling on a sour faced pout. Wan clearly wasn't satisfied with the pink bombers answer, and her cheeks puffed out as she started thinking on the problematic plot-hole yet again. Not that it wasn't adorable, but Jaune didn't want to risk the young indigo twins face sticking.

"Best just not to question it Wan," the knight sighed, leading their little group alongside his partner as Pyrrha half marched, half window browsed her way along their route. Truth be told Jaune loved seeing that look on her face; the expression of barely concealed awe and wonder that could only come from experiencing Vale for the first time. But he could only afford to let his mind wander for so long.

"Ooh what's this?!" the students quickly snapped back to the bigger handful as Tian darted between window displays, her eyes wide and glowing as she drank in downtown Vale. Where Wan was the calm thinker and puzzle solver, Tian had yet to do anything but rush headfirst at anything that excited her.

"Careful," Pyrrha called, sprinting forward as Tian dashed ahead of the group, her long black hair flowing behind her like a banner. One trouble the twins shared was their silky hair. It reached down well past their backs, and it was only Pyrrha's years of experience from handling her own red locks that had let them wrangle Wan's hair into two pigtails high on her head. After dealing with here sisters hair however, neither Pyrrha or Tian had the patience needed to repeat the process.

"So," Jaune said stopping at a crosswalk as their group came back together. "You guys think we should shop for clothes, or get the haircuts out of the way first?" It was no surprise Tian answered first, the young girl trying and failing to blow her hair out of her face.

"Hair first please? I know Yang said scissors are evil, but this much hair is stupid."

"Can I keep my hair?" Wan asked leaning over to better look at Ren from her perch atop the green ninja's shoulders, the ends of her pigtails tickling his nose as her glasses tipped down with gravity. "I know it's hard to handle, but I just got it yesterday."

"You don't have to get a haircut if you don't want too," He smiled up at her, booping the glasses back onto her nose. "But it might be a good idea to trim those bangs."

"I can help you," Pyrrha offered, her own scarlet mane drifting in the morning breeze. "Granted hair as big as yours isn't for everyone, but there are ways you can … manage … it."

"Pyr?" Jaune asked, stopping to look back where his partner had stopped on the sidewalk, her emerald eyes wandering across the street. "Pyrrha what is it?"

"I don't know," she half whispered, shoulders tensing as her muscles twitched with training built reflexes. "I sense ... a disturbance. Like there's something coming."

"BUUUUUUURRRRRPP!" All eyes immediately landed on Nora, only for the pink bomber to shake her head.

"He-hey don't look at me," she laughed, pointing the accusation down to Tian, who looked completely unashamed as Nora offered a hand for the grimm twin to high-five. Ren only needed a quick glance between the two and another for a quick tally in his head, before realizing a truly horrifying fact.

Dear Oum above there's three of them now.

"Ooh! I've got an idea," Nora shouted, startling anyone too close and not used to her one and only volume setting. "What if you two got your hair dyed? That way people won't mix you up so easily."

"Maybe," Jaune nodded, looking to his partner one more time before checking his scroll and looking at the twins. "It's your decision though, and we'll need to hurry if we want to be done in time to meet the others for lunch." The mention of impending food seemed to set the already whirring gears in Tian's head spinning faster.

"Where is team RWBY anyway?"

* * *

 **BANG!**

The only sound was the blast of a massive rifle, its report and discharge echoing across Beacon's shooting range like a thunderclap, and broken by the dull thud of the round sending its foam and wood target tumbling like wadded paper. The only thing brighter than the sun overhead, was Grendel's smile.

"It works!" He cheered, jumping up and hoisting Longclaw high in cannon mode.

"Was there ever any doubt?" Ruby asked with smugness as thick as the humidity hanging in the morning air before turning to her partner. "Thanks again for finding these rounds Weiss."

"It's nothing," She shrugged, the heiress preferring to stand rather than soak her dress on the still wet ground. "Honestly I'm surprised anyone even makes dust-rounds of that size anymore. Your design may be effective, but the size is simply obscene."

Blake had to nod her agreement as Weiss explained the different uses of the various types of dust rounds she had managed to find. Longclaw was certainly powerful, but like Crescent Rose it could only be subtle at long range. The amber eyed beauty spared a glance at Weiss, or rather the way she had yet to so much as bat an eye at the sight of Grendel's ears, and only occasionally glanced up towards them. Even with his jackets hood up they were hard to miss tenting through the fabric. Blake added it to the growing list of assumptions about the SDC heiress she would have to throw out.

"Hey if it ain't broke," Wyatt laughed, ironic considering that was the exact thing his new gauntlets appeared to be. None of the rest of team RWBY had believed Yang and the ex-deathstalker when Wyatt promised his weapons had two more modes. Now whatever confidence they had was waning fast as Wyatt struggled to switch his gauntlets out of their default form.

"Agh come on! Sonuva!"

CLICK!

"Finally!" Wyatt's claw-blades snapped back together, the metal at the bases folding until both blades detached, revealing their second form as two oversized bowie knives, the blades almost as wide as they were long. What was interesting however, was the lengths of chain still connecting each knife at the pommel to its gauntlet. Blake cast her partner a curious glance as Wyatt fiddled with his chain blades.

"That's an, interesting design choice," she noted as Yang reclined against one of the empty shooting stalls.

"Hope you don't mind me taking notes from Gambol Shroud. Wyatt said he wanted something with range. Ember Celica's great and all, but I need to get really close to do serious damage."

"Careful. If Ms. Goodwitch hears you talking like that she might start expecting good grades," Blake smirked as she watched Wyatt test his gauntlets other mechanisms. She quickly made a note to reevaluate Yang's technical skill when a twist of his wrists brought Wyatt's chain-blades reeling back in, the metal links coiling around the body of the gauntlets until both blades were back in place above his wrists. Pretty soon everyone was watching Wyatt take a stance in his own shooting box, aiming a gauntlet at a target about thirty feet away, well outside of melee range. The ex-deathstalker couldn't be sure if he was feeling excited or nervous, but he still steadied his aim with a final prayer.

"Please work," he mumbled under his breath, before making a fist and flexing his wrist down quick. The reaction was only a split-second behind, and a single flash of gold later the blade was buried to its hilt at the center of the target. Another flex and the chain reeled back, the target splitting open as the expanded blade was ripped out and returned to its owner in another flash of light.

"Mines good," Wyatt smiled, red-gold eyes flashing and grinning from ear to ear. "An I think I've got a name too. How bout … Sun Dance?"

"I like it," Blake smirked, amber eyes searching lazily for the other Grimm teens. "Has anyone seen Ellen and Mao?"

"No-Pe."

"I don't think so."

"I remember seeing them when we got our weapons from the locker room," Ruby answered, already showing Grendel all the tiny nooks and crannies he'd need to be careful of when cleaning Longclaw. "Ellen was right behind us, but I think she stopped to look at something in one of the lock-Oh there they are!"

Ruby quickly waved the two remaining grimm-teens over, and they quickly realized two things. One they had been running, evidenced by Mao's heavy panting and gasping for breath. Two, a certain ex-nevermore had done something very, very naughty.

"Hey guys!" Ellen smiled, hands behind her back and positively bouncing on her feet while wearing the biggest I-just-did-that-grin Ruby had ever seen off of Yang's face. "Wat-cha-do'n?"

"Testing weapons," Weiss supplied, walking over and eying the ex-nevermore cautiously. "Might I ask what you were doing?"

"Oh nothing much," She shrugged innocently. "Just, admiring the stuff you guys have on campus." Weiss might have bought it too, if it hadn't been for the ever so slight but certainly wasn't there this morning jingle coming from her hidden hands.

"Ellen," Wyatt started warningly. "What did you take?"

"Hey! I'm not a thief!" Wyatt's deadpan expression and a single quirked up eyebrow showed just how much he didn't believe her. Ellen managed to hold onto her performance for a moment, before breaking down into mischievous giggles.

"I swiped these from the locker room," She smiled revealing the bag she'd hidden behind her back and opening it to reveal the half dozen or so gleaming gold buckles jingling inside. "They were hanging off this really shiny armor and since I couldn't fit that in a bag."

"Okay," Blake sighed. "Being human lesson number three: Stealing is wrong."

"I told you!" Mao shouted, only to double back over as what little breath he'd regained left him. Ellen just looked confused, one part at Blake's reaction, the other on the more conceptual level.

"Why? I mean they're not using it, are they? What good is something so shiny locked up in the dark anyway?"

"It's wrong because it's not yours," Blake said, reaching out for the bag only for Ellen to hold it close. "Ellen please. You need to give that back before whoever you stole it from finds out." She reached for the bag again, but before she could even close the distance Ellen had taken two steps backs. Blake's next instinct was half step part lunge, only to find Ellen already sidestepping and spinning around her, face the perfect image of confusion.

"How?" Yang gaped, looking between the ex-nevermore and the partner she knew had some of the best reflexes in their year. "I can't even catch Blake on a good day. How did you do that?"

"I … I don't know," she stumbled, looking around as if checking to make sure the world around was in fact real. "I was, you were ... Ooooooh my head hurts."

"What say we sit down for a bit?" Weiss offered, pulling Ellen toward one of the shooting stalls and a patch of dry ground. "You have remarkable reflexes."

"Not really," Ellen groaned, rubbing her temples against what had to be a mounting headache. "She caught me by surprise the first time, but then I was ready for it." A moment or two passed until the ex-nevermores words sunk in, and Ruby asked the obvious question.

"What do you mean first time?"

"She tried to take my bag twice, but … I don't know it was weird. Everyone went quiet and suddenly there was this grey fog everywhere. Then Blake lunged, but then she moved backwards, almost like when we had to rewind the movie last night. You know when Mao started asking all those questions?" Only when her question met nothing but silence did Ellen open her eyes and look up and see team RWBY's faces ranging from shock to awe, and pure envy.

"I think," Weiss swallowed, trying in vain to hide the jealousy ebbing into her voice. "I think we just discovered your semblance Ellen. It appears you can see forward in time."

"Well that'll come in handy fer sure," Wyatt smiled, kneeling beside Ellen even as she continued to blink away her headache. "You can literally see yer enemy's next move before they make it."

"Right now, I can barely see straight," The ex-nevermore groaned. "Oooohh Gods it hurts." For once, Yang had something besides barbs and quips to offer the feather haired girl.

"Yeah, some semblances can be a real pain at first. I think I ended up breaking both my arms before I figured mine out."

"It was your hand and shoulder blade Yang," Ruby quickly corrected. "And some ribs too. I actually lost count of how many times I sprained my ankles practicing my semblance. Don't worry Elly, just take it easy and your aura should adapt your body to whatever strain your semblance causes."

"Well it better do it quick."

"You alright Mao?" Wyatt asked when he noticed the rotund boy had yet to really catch his breath.

"Yeah, just gimme a minute."

"Sorry," Grendel cringed, his grip on Longclaw's travel mode tightening as he looked past the other grimm-teens. "But I don't think we have a minute." One look up was all it took to see the four students walking toward them, led by none other than the self-appointed big-bully of Beacons first year class.

"Friends of yours?" Wyatt asked, already suspecting an answer when four disgusted looks appeared on team RWBY's faces.

"Not in a thousand years," Weiss scowled, the expression only making her scar that much more obvious, but it was no contest against the anger building in Blake's eyes. Anger that only curbed when she noticed Cardin wasn't wearing his armor.

"Crap," She snarled, fists clenching as Grendel walked up beside her.

"What is it?"

"Ellen stole the buckles off Cardin's armor."

To be fair, Grendel had only been a faunus for about three days, and though his new friends were helping him make leaps and bounds when it came to looking and acting the part, He still had a lot to learn. One of these, was the attitudes of certain people toward faunus.

Before Yang or Ruby could intercept, Grendel had already snatched Ellen's bag away and dashed in front of the students, putting himself between team CRDL and RWBY.

"Hey!" He smiled, only to wither when he saw the anger written all over the biggest boy's face. "Uhh, Cardin right?"

"Yeah."

"Umm, nice to meet you?" he offered holding out a hand, only to pull back when Cardin glared at it. "Okay, uhh, look. I think um, I think these are yours." He held out the bag and Cardin immediately snatched it out of his hands.

"I knew it! What did I tell you guys? Nothing but thieves and lowlifes! You'd think Ozpin would get smart about who and what he lets into Beacon."

"Hey!" Wyatt shouted, stomping up to CRDL's leader, causing the armor less student's teammates to step back when they saw just how far Cardin had to look up at the pale giant. "He's try'n ta poligize to ya. The least ya could do is say welcome!"

"For what?" Cardin laughed, apparently oblivious to the sheer size of the boy in front of him. "I would've gotten them back sooner or later. Everyone knows when something valuable goes missing, it's always some dirty little faunus mutt. Besides." He stepped closer, closing the distance between himself and Wyatt with a grin that just begged to be punched off. "Who's going to make me Cowboy? You? Or your little peACK!"

Cardin had zero warning before a bony hand clamped over his throat, even less when he felt his feet leave the ground. If his airflow wasn't constricted he might have called for help, but then his teammates were equally preoccupied with the blue flames that had engulfed Wyatt's hands. Cardin could already feel the heat through his aura, but that was nothing compared to the withering anger in the ex-deathstalkers eyes.

"I ain't gonna say this twice. Leave. **Now.** An if I ever catch ya'll talk'n ta mah friends like that again." The rest of team CRDL yelped and jumped back when Wyatt's gauntlet unfolded over his free hand, metal claw wreathed in burning blue. "Understand?" Russel, Dove, and Sky quickly nodded, sticking around only until Wyatt released their leader, who wisely left with his buckles, and a new red mark on his throat.

"Thanks," Grendel said, flinching back when he saw the anger still painting the pale giant's features.

"No problem," Wyatt growled, only to turn around and see the stupefied expression on team RWBY's faces. "What? Did I do someth'n wrong?"

"It … depends," Weiss answered slowly. "Under Beacons code of Student Conduct, what you just did is punishable by everything from detention to expulsion. However, I think most would simply call it-"

"Justice!" Yang cheered, clapping Wyatt on the back and nearly knocking the ex-deathstalker over. "Way to go Golden Boy! I've been wanting to do that since day one!"

"Then why din't ya?"

"Because," Blake sighed. "Ms. Goodwitch and the staff watch our team like hawks. No offense," he said quickly as Ellen put her feet back under her.

"None taken. I never did like those rat-snatchers." She was still rubbing her temples, but no longer in quite as much pain from her semblance. "What did I miss?"

"Us getting in trouble," Grendel groaned, already seeing the holes a teacher's punishment would poke in their charade.

"You can relax," Weiss said with a dismissing wave. "If he wanted to even mention Wyatt's little outburst Cardin would have to admit to the slurs he kept throwing at you."

"What's his problem anyway?" Mao asked, still glaring after team CRDL as they sulked back to the dorms. "And why did he keep talking about Grendel like he's some kind of animal?"

"Grendel's a faunus," Blake supplied tiredly. "Wolf to be specific. And like a lot of other people Cardin doesn't exactly have a high opinion of u-Them." Blake was immediately thankful no one appeared to have caught the near-slip, her teammates more focused on explaining the concept of racism to the grimm-teens.

* * *

Meanwhile in Vale, team JNPR had a much more immediate problem. It hadn't crossed Jaune or Pyrrha's mind that Ren would be preoccupied with the twins, and thus unable to keep an eye out for Nora's usual antics. More specifically, it meant the pink bomber had been largely unsupervised when they decided to buy a round of snacks after the twin's haircuts. But to be fair, letting her pick a pair of triple chocolate chunk cookies for Wan and Tians snack was nobody's fault … maybe. Though they could probably blame Wan for giving her sister her cookie after the too-sweet first bite.

Regardless of whose fault it was, team JNPR now had a ten-year-old ex-grimm in the throes of her first sugar rush, and it was taking every ounce of experience Jaune had collected growing up with seven sisters just to keep up.

"TIAN REN! You get out of that tree this instant!"

"Na-nanana-na-na you can't catch me! Hahahahaa!" A flurry of leaves and the rustle of branches followed, sending the young hunters scrambling to the next tree in the park.

"Tian!" Ren shouted. "No tree-hopping!" His answer was more leaves falling and a raspberry.

"You'll have to catch me first!" she cheered, posing on a thick branch like a conquering hero, her newly styled hair swishing about in a short pony tail that now just barely reached past her shoulders, leaving her likewise shortened black and orange bangs bouncing over her forehead. "Now bow down before me! Tian Ren! The Queen of the Jungle!"

"Pyrrha?" Wan asked, sitting quietly in the redhead's lap on a park bench while her adoptive guardian and his teammates tried to coax her twin from her perch. "Are cookies evil?"

"I don't think so," Pyrrha answered, leaning forward a bit to look Wan in the eyes. The quieter twin hadn't changed her hair as much as her sister, keeping the twin pigtails style, albeit now cut down so the ends only reached halfway down her back, with her violet streaked bangs trimmed and parted across her forehead, pinned firmly out of the way.

"Then why is Tian doing a bad-guy laugh?"

"… Remind me to ask Ruby about that later."

"OW!" The pained cry brought both Pyrrha and Wans attention back to the chase, or rather the sight of Jaune now nursing his backside at the base of Tians Tree Castle while Nora scaled the trunk, and Ren readied a trap at the tree Tian was most likely to escape too.

"Tiaaaaannn!" Wan whined at her sister. "Stop being crazy!"

"But it's fun!" She pouted, until her twins pouting eyes finally started her down from her sugar rush. "Uhhgh, fine! Party-pooper." Jaune allowed himself a sigh of relief as Tian dropped from her perch into Ren's waiting arms. He looked back across the park to where Pyrrha and Wan were sitting, but his eyes caught on a smear of black across the green.

Jaune would never admit to getting a good look at it, it was probably all the way across the park's main field and on the opposite side of the fountains mist, but he would never forget it. Distance made height difficult to gauge, but the figure was obviously male, with broad straight shoulders and a wide chest that tapered at his waist. What really made him stand out was the color of his dress: a coat with what appeared to be a high collar, dress pants and shoes, all of it as black as a starless night. He just barely noticed the man's face, pale gaunt skin over sharp high ridges, before his eyes locked on the blonde student. Jaune felt his muscles freeze as those lifeless orbs landed on his own, two rust red pinpricks the color of raw iron ore. The man smiled, teeth flashing in a thin line before a car sped between them, and leaving Jaune staring at an empty sidewalk when it passed.

"Weird," he said, mainly to himself, before a chill like winter wind rolled across his skin, and Nora's eyes went wide without her typical excitement.

"Whoa-hoa," She gasped, shaking slightly where she stood. "Did anyone else feel,"

"Yes," Ren quickly said, already holding Tian's shoulders a little tighter.

"A breeze maybe?" Pyrrha asked, she and Wan already moving to join the others near what had been Tian's tree castle. "The temperature does usually drop after a storm."

"Maybe," Jaune hummed, looking up at the tree, whose leaves had yet to move in any sort of wind. But any concern for the random chill vanished when the ground trembled.

"Uh, guys?" Tian squeaked. "Is uh, ground shaking normal in big cities?"

"The term is earthquake Tian,' Ren said, muscles tense with eyes and aura searching. "And no, it's not." Pyrrha was reaching for her weapons, and Jaune was scanning for signs of trouble when a dead silence took over the park.

"Creepy," Wan shivered, pressing herself into Pyrrha where she was clinging to the young champions legs. "Wait, what's that smell?"

"Smell?" Jaune asked, looking back and down at the indigo twin as she sniffed the air.

"From the fountain." Even before they had turned to look every member of JNPR realized the absence of the gurgle of flowing water. The fountain was still, no misting jets of water, only a still stagnant pool.

"We should leave," Ren warned, already moving himself and Tain back before another rumble shook the earth, this one strong enough that passerbys on the sidewalk across the street had to stop and catch themselves, the end of the shaking punctuated by a single bubble floating up out of the fountains drain pipe. Jaune honestly didn't know if what Pyrrha said next was a genuine statement, or a clever if ill-timed quote from last night's movie.

"I have a bad feeling about this." Then the concrete beneath the fountain bulged up, and twenty feet of the park cracked open.

* * *

 **Surprise! I'm not dead, and neither is this story! I won't bore you with reasons why I haven't posted a new chapter in over a year, just excite you with the news that ch 10 is already half done! I'm going back to my initial policy from when I started this fic, meaning I won't post a new chapter until the next is at least half-3/4 finished to keep a steady update pace.**

 **And yes I know I've left you on another cliff-hanger, but trust me, the next chapter will be all fight. New cover-art by yours truly.**


End file.
